26.2  Changes Proposed by the Company

26.2.1  The Company may at its own cost, acting reasonably, request the Authority to request an Authority Change pursuant to the Project Agreement and shall provide the Authority and DFE with all relevant information in relation to the proposed Authority Change including so far as it is able, all matters set out in Clause [  ] of the Project Agreement. The parties acknowledge that as at the date of this Agreement the Company has requested the Authority Changes set out at Schedule [3 Part [ ]] and that such request is, from the date of this Agreement, subject to this Clause 26.

26.2.2  The Authority may decline to submit an Authority Notice of Change to the Contractor, where if to put forward such a proposed Authority Change to the Contractor would:

(a)  be prejudicial to the Project as a whole or another school within the Project;

(b)  Not Used;

(c)  be in breach of the requirements for Authority Changes set out in Clause [ ] of the Project Agreement;

(d)  result in material additional costs or increased liabilities for the Authority in a manner not adequately compensated for by either the Company and/or DFE; and/or

(e)  not be in the format of an Authority Notice of Change as required by Clause [  ] of the Project Agreement.

26.2.3  Where the Authority does not decline the Company's proposed Authority Change pursuant to Clause 26.2.2:

(a)  the Authority shall submit an Authority Notice of Change to the Contractor as soon as practicable and keep the Company informed as to any information regarding the proposed Authority Change received from the Contractor as well as any revisions, estimates and/or amendments to that proposed Authority Change;

(b)  the Company shall at its own cost provide all assistance to the Authority, including; procuring additional information to assist the proposed Authority Change; details of proposals for provision of funding for capital expenditure required to implement the Authority Change, attending relevant discussions with the Contractor in seeking to agree the contents of the [Estimate] provided by the Contractor in accordance with Clause [  ] of the Project Agreement;

(c)  the Authority shall promptly provide the Company with a copy of the Estimate relevant to the Authority Change (including any revisions to such Estimate) and a copy of the proposed notice confirming the Authority Change;

(d)  the Company shall provide written notice to the Authority either confirming the relevant Estimate or requesting the Authority withdraw the relevant Authority Notice of Change within at least ten (10) Business Days before the Authority is required to advise the Contractor that either the contents of the relevant Estimate are agreed by the Authority or the Authority Notice of Change is withdrawn in accordance with Clause [  ] of the Project Agreement;

(e)  subject to Clause 26.3.4 the Authority shall not confirm with the Contractor any Estimate in relation to an Authority Notice of Change requested by the Company under this Clause 26.2, without the prior written consent of the Company (not to be unreasonably withheld or delayed); and

(f)  subject to Clause 26.3.4 the Authority shall not withdraw an Authority Notice of Change requested by the Company under this Clause 26.2, without the prior written consent of the Company (not to be unreasonably withheld or delayed).