The parties agree that in relation to the Project Agreement:
6.2.1 the Authority shall not give any consent, approval or authorisation of matters concerning the Academy without the prior operation of the procedures set out in this Clause 6.2;
6.2.2 the Authority shall inform the Company of the decision it requires by when and shall provide any relevant information at its disposal to inform such a decision, following which the Company will ensure that the Company gives any consent, approval or other necessary response in accordance with the timescales within which the Authority has advised it is required to act; and
6.2.3 where the Company:
(a) does not respond to the Authority in accordance with Clause 6.2.2, the Authority has discharged all obligations under this Clause 6.2 in respect of the relevant consent, approval or authorisation and shall be entitled to give such consent, approval or authorisation; or
(b) does not give consent, the Company will provide full written details of its objections to the Authority within such time period as the Authority has advised it is required to act to enable the Authority to comply with its obligations under the Project Documents.
6.2.4 Without prejudice to Clause 26.3.4, the Company shall not be required to give any consent or approval sought by the Authority under Clause 6 or otherwise and the Company may withhold or give such consent or approval in its absolute discretion, save where the Authority can demonstrate that the failure to give such consent or approval would have a material adverse effect in the context of all of the schools subject to the Project Agreement.
6.2.5 Subject to Clause 6.2.4, the Authority shall not give any consent or approval to which this Clause 6 applies if the Company shall, in accordance with this Clause 6 have notified the Authority that it is withholding its consent or approval.