56.1 Annual progress review meeting: The Parties shall meet annually to review progress under this Agreement toward achieving the objectives and purposes of this Agreement, and to consider any concerns that may have arisen over the course the previous year.

56.2 Periodic review: [This Agreement]/[insert reference to specific sections of the Agreement that should be subject to review] shall in addition be subject to periodic review once every five (5) years after the Effective Date (the Periodic Review), in accordance with the following procedure:

(a) The Party requesting a Periodic Review shall provide Notice of such request to the other Party.

(b) No later than 14 days following the receipt of Notice, the Parties shall meet for the purposes of good faith discussions to consider any modification(s) to this Agreement as may be necessary or desirable in the light of any substantial changes in circumstances that may have occurred during the previous 5 years, or experience gained during that period.

(c) Any modification(s) agreed by the Parties shall be incorporated into this Agreement by way of variation in writing in accordance with Section 68.5.

(d) Where the Parties cannot agree as to necessary or desirable modifications to the Agreement, the Parties shall refer the matter to an Independent Expert for final determination in accordance with Section 61.

56.3 Defined events for non-Periodic Review: The events provided for in the following Sections shall be subject to the review procedure outlined in Section 56.2:

(a) Section 19.3 (adjustment of the Rental Amount in light of currency fluctuations, substantial changes to the operating costs of the Project, or other relevant changes in economic circumstances affecting the Project);

(b) Section 28.3 (non-achievement of the Job Targets);

(c) Section 35.3 (non-establishment of the Contract Farming Scheme);

(d) Section 36.3 (failure to meet the Processing Targets);

(e) Section 40.2 (failure to achieve net-zero emissions);

(f) Section 40.5 (renegotiation to meet nationally determined contributions); and

(g) Section 60.5 (corrective action for breach of this Agreement).

For more information: See generally IISD, 2014, Section 13 (Periodic Review); ISLP & CCSI, 2016, Section 2.26 (Amendments; Periodic Review); UNIDROIT & IFAD 2021, Chapter 5.III.B.3 (Renegotiation and Adaptation of the Agreement) and 4.V.A.5 (Notice and Periodic Review).