Agreement of Service Provider Response

2.3  As soon as practicable, and in any event no later than [ten (10)] Business Days after the Authority receives the Service Provider Response, the parties shall discuss and endeavour to agree the issues set out in the Service Provider Response, and the Service Provider shall:

(a)  provide evidence that the Service Provider has used reasonable endeavours (including, where practicable (and without prejudice to the provisions of paragraph 8 (Competitive Tendering) of Part 4 (High Value Change), the use of competitive quotes) to oblige sub-contractors and suppliers to minimise any increase in costs and maximise any reduction in costs;

(b)  demonstrate how any Capital Expenditure to be incurred or avoided is being measured in a cost effective manner, including showing that when such expenditure is incurred, foreseeable Changes in Law at that time would be taken into account by the Service Provider; and

(c)  demonstrate that any expenditure that has been avoided, which was anticipated to be incurred that has been affected by the Authority Change, has been taken into account in the Capital Expenditure and/or Estimated Change in Project Costs.

2.4  If the Service Provider fails to provide the information required by paragraph 2.1 or satisfy the provisions of paragraphs 2.3(a) - 2.3(c) (inclusive), the Authority may (in writing) reject the Service Provider Response, in which event the parties shall meet within ten (10) Business Days of the notice of rejection to discuss the reason for the Authority's rejection of the Service Provider Response.  The Service Provider shall use all reasonable endeavours to address the Authority's concern about the quality and content of the Service Provider Response.  In particular, the Service Provider shall provide any additional information or documentation that the Authority shall reasonably require which relates to the contents of the Authority Change Notice and/or the Service Provider Response and/or the information required by paragraphs 2.3(a) - 2.3(c) (inclusive).  The Authority may require the Service Provider to resubmit the Service Provider Response amended to take account of, and address, the Authority's concerns.  The Service Provider shall submit such revised Service Provider Response within twenty (20) Business Days of such request.

2.5  If the parties cannot agree on the contents of the Service Provider Response (as may be amended pursuant to paragraph 2.4), then either party may refer the dispute to the Dispute Resolution Procedure, provided that no determination shall oblige the Authority to issue an Authority Confirmation in respect of the disputed Medium Value Change.