Common use of Brexit Clause in Contracts

Brexit. 35.1 If a Trigger Event occurs which has or is likely to have an adverse impact on Chemonics, Chemonics may: (a) notify the Subcontractor that it requires the Subcontractor to negotiate in good faith an amendment to this agreement to alleviate the Trigger Event; and (b) if no such amendment is made to this agreement within 7 calendar days, terminate this agreement immediately on notice to the Subcontractor. 35.2 For the purposes of clause 35.1 a Trigger Event means any of the following events occurring at any time after the UK ceases to be a member of the European Union: (a) a change in any legal provision that a party must comply with or a new requirement to comply with any existing legal provision or any existing legal provision ceasing to apply to a party; (b) in any jurisdiction, the imposition of, or a change to, a duty, tax or levy imposed on imports or exports; (c) in any jurisdiction, the loss of, a change to or the imposition of a new requirement for any licence or consent required by Chemonics to perform this agreement; (d) a change of more than 10% to the rate of sterling against any currency in which Chemonics is working in connection with this agreement (for example the currency in which the Subcontractor’s fees or expenses are payable if other than sterling) or in connection with any project on which the Subcontractor is engaged (for example the currency in which Chemonics receives payment or pays suppliers if other than sterling). The rate of exchange for these purposes shall be the daily spot exchange rate published by the Bank of England; or (e) a change to the business or economic environment in which Chemonics operates which is not caused by any of the events referred to in clauses 35.2(a) to clause 35.2(d) above.