11.1.  Co-operation

The parties acknowledge that the Project will require the long term co-operation and assistance of both parties to deliver a successful outcome.  Subject to any express provisions in this Agreement to the contrary each party agrees to co-operate with the other and relevant third party contractors in good faith with the intent that there shall be a seamless interface between the provision of the Services and the Authority's other operations and services.  For the purposes of this clause 11.1 "good faith" shall include:

11.1.1.  acting reasonably when exercising discretion or giving or withholding consent under this Agreement;6

11.1.2.  alerting the other party to any failures by that party (of which the notifying party is aware) to perform obligations under this Agreement or respond to requests for information or assistance in a timely manner, particularly if such failure is hindering or delaying the performance of the Services by the Service Provider; and

11.1.3.  using reasonable endeavours to avoid unnecessary Disputes and claims against the other party.

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6  Consider if there are any project specific circumstances in which the Authority would want the ability to give or withhold its consent in its sole discretion, i.e. not be subject to the requirement to be reasonable.