10.1  Change Notice and State Response

(a)  (Submission of Change Notice): If:

(i)  an event or circumstance is expressed in this Deed to be a Change Compensation Event (other than a Minor Modification); or

(ii)  Project Co is entitled or required to submit a Change Notice to the State in accordance with this Deed in respect of an event or circumstance,

(a Change Notice Event) then, as a condition precedent to making a Claim in respect of such Change Notice Event, or obtaining any relief or compensation in respect of the Change Notice Event, Project Co must prepare and submit to the person to whom the Change Notice is required to be given under this Deed (as applicable) (each a Change Notice Recipient), a Change Notice:

(iii)  within the time specified in this Deed; or

(iv)  if no time is specified in this Deed, within 20 Business Days after the earlier of the date on which Project Co:

A.  first became aware of the relevant Change Notice Event; or

B.  ought reasonably to have become aware of the relevant Change Notice Event,

(or (provided it is requested prior to the period referred to in section 10.1(a)(iv)) such longer period as is agreed to by the State (acting reasonably) having regard to the extent and nature of the relevant Change Notice Event and its effects and the information required to be included in the Change Notice).

(b)  (General): Any Change Notice submitted by Project Co (including any Modification Proposal) in accordance with this Deed must be prepared in accordance with and comply with sections 10 and 12.

(c)  (Multiple and simultaneous events): Where an event gives rise to more than one type of Change Notice Event or a Change Compensation Event gives rise to different entitlements under these Change Compensation Principles, (for example, where a Change Compensation Event is a Compensable Extension Event for which Project Co is entitled to Prolongation Costs and Development Phase Finance Interest and is also a different Change Compensation Event for which Project Co is entitled to Construction Base Costs and Agreed Margin), Project Co is only required to issue one Change Notice for the relevant Change Notice Event which must include and clearly identify each Change Notice Event and all entitlements claimed under the Change Compensation Principles for each Change Notice Event (including any extension of time) and must be submitted within the earliest relevant time specified under this Deed.

(d)  (Meeting): Except where this Deed otherwise expressly provides, within [10] Business Days after the State's receipt of Project Co's Change Notice, the State, any other Change Notice Recipient and Project Co must meet to discuss the Change Notice and may agree:

(i)  Project Co's or the State's entitlement in respect of the relevant Change Notice Event, in which case the person who is required to respond to the Change Notice under this Deed (the Reviewing Party) will issue a Change Response in accordance with that agreement;

(ii)  an alternative process for determining Project Co's or the State's entitlement in respect of the relevant Change Notice Event;

(iii)  any changes that Project Co must make to the Change Notice;

(iv)  the process for Project Co to:

A.  provide the Change Notice Recipients any further information in respect of the Change Notice Event; and

B.  update its claim in circumstances where the Change Notice Event is continuing; or

(v)  anything else relevant to the relevant Change Notice or Change Notice Event.

(e)  (Further notices): If the Change Notice Event upon which the Change Notice is based is continuing and the parties have been unable to reach an agreement relevant to updating the Change Notice, within [20] Business Days after the State's receipt of Project Co's initial Change Notice, Project Co must prepare and submit to the relevant Change Notice Recipients an updated Change Notice:

(i)  within the time specified in this Deed; or

(ii)  if no time is specified in this Deed, every 20 Business Days (or such longer period determined by the Reviewing Party (acting reasonably), having regard to the extent and nature of the relevant Change Notice Event and its effects and the information required to be included in the updated Change Notice) for the period of the Change Notice Event where it continues beyond the issue of the initial Change Notice.

(f)  (Further information): If the parties are unable to agree a process for providing further information to the Change Notice Recipients in respect of the Change Notice Event, Project Co must provide any such information requested by the State within the timeframe determined by the State (acting reasonably).

(g)  (Provision of Change Notice to the State): If Project Co is required to submit a Change Notice in accordance with this Deed, to a Change Notice Recipient who is not the State, Project Co must, at the same time as it submits a Change Notice, or any other information in respect of that Change Notice Event to a Change Notice Recipient, provide the State with a copy of that Change Notice or further information (as the case may be).