(a) (Notice): Project Co must give notice to the State immediately upon becoming aware that a Probity Event has occurred or is likely to occur. The notice must, at a minimum, describe the Probity Event, when the Probity Event occurred or is likely to occur and the circumstances giving rise to the Probity Event.
(b) (Meeting): Within 10 Business Days after receipt of a notice under clause 39.2(a) or either party becoming aware of a Probity Event (including by way of a Probity Investigation undertaken in accordance with clause 39.1):
(i) the State and Project Co must meet and attempt to agree a course of action to Cure or otherwise address the Probity Event (including conducting a Probity Investigation) and the timeframe in which that will occur; and
(ii) Project Co must comply with any agreement made under clause 39.2(b)(i) (if any) including in accordance with any timeframe agreed.
(c) (Failure to agree): If the State and Project Co fail to agree to a course of action under clause 39.2(b)(i), Project Co must take any action as required by the State to Cure or otherwise address the Probity Event immediately upon being required to do so (including where the Probity Event is in respect of a Subcontractor or Relevant Person, removing or not engaging that Subcontractor or Relevant Person in respect of the Project) and in accordance with any timeframe determined by the State.
(d) (Failure by Project Co to act): A failure by Project Co to take any action agreed in accordance with clause 39.2(b)(i) or determined in accordance with clause 39.2(c) is a Major Default.