Where any Change is likely to lead to an adjustment of the Unitary Charge or any payments from the Authority to the Contractor of a lump sum:
26.3.1 where pursuant to Clause 26.2 there is an increase in payments from the Authority to the Contractor or the payment to the Contractor of a lump sum arising from the implementation of an Authority Notice of Change requested by the Company, the Company shall, unless agreed otherwise in writing by the parties bear the entire increase or reimburse the full amount of the lump sum to the Authority, to the extent related to the Company's request;
26.3.2 where pursuant to Clause 26.1, there is an increase in payments from the Authority to the Contractor or the payment to the Contractor of a lump sum arising from the implementation of a Change under the Project Agreement, the Company shall, unless agreed otherwise in writing between the parties, pay to the Authority such proportion of the Authority's increased liability which relates to the Academy through either:
(a) a contribution to payment of a lump sum payable by the Authority to the Contractor in relation to the Change; or
(b) an adjustment to the Relevant Proportion,
so as to ensure the Authority is left in no better and no worse position than if the Change had not been implemented;
26.3.3 where pursuant to either Clause 26.1 or Clause 26.2, there is a decrease in payments from the Authority to the Contractor arising from the implementation of the Change, a proportionate adjustment to the Relevant Proportion to reflect such decrease shall apply as soon as reasonably practicable following the implementation of the relevant Authority Change so as to ensure the Authority is left in no better and no worse position than if the Change had not been implemented;
26.3.4 notwithstanding Clause 26.1 and Clause 26.2, where the Company has not responded to the Authority within the time periods reasonably required by the Authority, the Authority may, after giving reasonable warning, proceed to exercise its rights and/or satisfy its obligations in the Project Documents in relation to the proposed Authority Change and/or Contractor Change and any decision made by the Authority in respect of such change shall be deemed to be approved by the parties pursuant to this Clause 26.