Buyer’s PO may at any time, by written Order, and without notice to sureties or assignee’s, if any, make changes within the general scope of the Order in (i) drawings, designs, statement of work, specifications, planning and /or other technical documents; (ii) method of shipment, packaging, or packing; (iii) time and place of inspection, delivery or acceptance; (iv) reasonable adjustments in quantities and/or delivery schedules; (v) place of performance of the Service; (vi) the amount of Buyer/Government furnished property; and (vii) terms and conditions required to meet Buyer’s obligations under its Prime Contracts, including, but not limited to, any mandatory flow-down clauses.
Supplier shall immediately proceed with changes as directed. If any authorized change causes an increase or decrease in the cost or time required to perform this Order, Buyer and Supplier shall negotiate an equitable adjustment in the price and/or schedule, to reflect the increase or decrease. Buyer shall modify the Order in writing accordingly. Any claim for adjustment shall be unconditionally waived unless: (i) asserted in writing and delivered to Buyer within fifteen (15) days of the date of the written change Order and (ii) a fully supported proposal is delivered to Buyer’s PO within thirty (30) days of the date of the written change Order. If Supplier claims the cost of any Product made obsolete or excess, Buyer shall have the right to prescribe the manner of disposition of the Product to include the right to acquire that Product for cost claimed.
Buyer, its authorized representatives, and its customer have the right to examine any of Supplier’s pertinent books and records for the purpose of verifying Supplier’s claim. Failure to agree to any adjustment shall be handled pursuant to the Disputes clause below. However, Supplier shall not be excused from proceeding with the Order as changed.
Buyer’s engineering, technical personnel and other representatives may from time to time render assistance or give technical advice or discuss issues or engage in an exchange of information with Supplier’s personnel concerning the Products or Services here-under. No such action shall be deemed to be a change, nor shall it be the basis for an equitable adjustment, and no such action shall relieve Supplier of its obligations under the Order.