Common use of Concessionaire Event of Default Clause in Contracts

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons: (a.) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days; (d.) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire; (f.) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment of the Project by the Concessionaire; (h.) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreement.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1:- (a.) i. The Concessionaire has failed to collect achieve Project Milestone and obtain Project Milestone Completion Certificate, within the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.) ii. The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee. iii. The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and such failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Breach of the maintenance schedule Agreement; iv. The Concessionaire has failed to implement the Project in accordance with the provisions of the Processing FacilityAgreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Project Construction Completion Date. v. The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; (c.) vi. The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii. The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this the Agreement and the same has not been remedied for more than 30 (thirty) 120 days; (d.) viii. Any representation made or warranty as given by the Concessionaire under this the Agreement is found to be false or misleading; (e.) ix. A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.) x. Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concessioning Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment xi. A default has occurred under any of the Financing Documents and any of the lenders to the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii. The Concessionaire has abandoned the Project for the consecutive period of 3 (h.three) months; xiii. The Concessionaire has unlawfully repudiated this the Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) xiv. The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.) xv. The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for has created encumbrance(s) beyond the requisite amounts in terms Concession Period / Term of this AgreementConcession Agreement and in violation of the provisions herein in this regard.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event event of Default default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one NGS Event of Default or more of the following reasons:a Force Majeure Event; (a.1) The Concessionaire has failed fails to collect commence the Solid Waste Construction Works within 30 days from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area;Commencement Date. (b.2) The Concessionaire has failed fails to process achieve COD within 180 days from the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility;Scheduled Project Completion Date. (c.) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days; (d.3) Any representation made or warranty warranties given by the Concessionaire under this Agreement is found to be false or misleading;. (e.4) The Concessionaire creates any Encumbrance on the Project Site/ Project Facility in favour of any Person save and except as otherwise expressly permitted under Article 21. (5) The transfer, pursuant to law of either (a) the rights and/or obligations of the Concessionaire under any of the Project Agreements, or (b) all or material part of the Concessionaire except where such transfer in the reasonable opinion of NGS/ SMC does not affect the ability of the Concessionaire to perform, and the Concessionaire has the financial and technical capability to perform, its material obligations under the Project Agreements. (6) A resolution for voluntary winding up has been is passed by the shareholders of the Concessionaire for the voluntary winding up of the Concessionaire;. (f.7) Any petition for winding up of the Concessionaire has been is admitted and liquidator or provisional liquidator has been appointed by a court of competent jurisdiction or the Concessionaire has been is ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction made with the prior consent approval of the AuthorityNGS / SMC, provided that, as part of such amalgamation or reconstruction reconstruction, the property, assets and undertaking of the Concessionaire are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed all surviving the obligations of the Concessionaire under this AgreementAgreement and the Project Agreements, and provided that: (i) the amalgamated or reconstructed entity has the technical capability and operating experience necessary for the performance of its obligations under this Agreement and the Project Agreements; (g.ii) Abandonment the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Project Agreements and has a credit worthiness at least as good as that of the Concessionaire as at Commencement Date; and (iii) each of the Project by the Concessionaire;Agreements remains in full force and effect. (h.8) A default has occurred under any of the Financing Documents and any of the Lenders has recalled its financial assistance and demanded payment of the amounts outstanding under the Financing Documents or any of them as applicable. (9) The Concessionaire has unlawfully repudiated suspends or abandons the operations of the Project without the prior consent of NGS/ SMC, provided that the Concessionaire shall be deemed not to have suspended/ abandoned operation if such suspension/ abandonment was (i) as a result of Force Majeure Event and is only for the period such Force Majeure is continuing, or (ii) is on account of a breach of its obligations under this Agreement by NGS/ SMC. (10) The Concessionaire repudiates this Agreement or has otherwise expressed evidences an intention not to be bound by this Agreement;. (i.11) The Concessionaire has suffered suffers an attachment being levied on any of its assets which has caused or is likely to cause causing a Material Adverse Effect Affect on the Project and such attachment has continued continues for a period exceeding 90 45 days. (ninety12) The Concessionaire has delayed any payment that has fallen due under this Agreement and if such delay exceeds 90(ninety) days. (j.13) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts is otherwise in terms Material Breach of this Agreement.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default"" ) unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1: - (a.) i. The Concessionaire has failed to collect achieve Project Milestone and obtain Project Milestone Completion Certificate, within the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.) ii. The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee. iii. The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and such failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Breach of the maintenance schedule of the Processing FacilityAgreement; (c.) iv. The Concessionaire has fail ed to implement the Project in accordance with the provisions of this Agreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Project Construction Completion Date. v. The Concessionaire’s failure to p erform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; vi. The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii. The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) 120 days; (d.) viii. Any representation made or warranty as given by the Concessionaire under this Agreement is found to be false or misleading; (e.) ix. A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.) x. Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator liqu idator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concessioning Authority, provided that, as part of such amalgamation a malgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment xi. A default has occurred under any of the Financing Documents and any of the lenders t o the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii. The Concessionaire has abandoned the Project for the consecutive period of 3 (h.three) months; xiii. The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) xiv. The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.) xv. The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for has created encumbrance(s) beyond the requisite amounts in terms Concession Period / Term of this AgreementConcession Agreement and in violation of the provisions herein in th is regard.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any of the The following events shall constitute an Event event of Default default by the Concessionaire ("a “Concessionaire Event of Default"”) unless such event Concessionaire Event of Default has occurred as a result of one GMCBL Event of Default or more of the following reasonsa Force Majeure Event: (a.1) The Concessionaire fails to achieve Financial Close in accordance with the provisions of Clause 11; 2) The Concessionaire fails to achieve any Project Milestone within the period set forth in Schedule 6: Implementation plan or during any extended period as provided in Clause 10.2; 3) At any time during the Concession Period, the Concessionaire fails to adhere to the Equipment Specifications or has failed to collect the Solid Waste from the Designated Bin meet Performance Standards in terms of Clause 8.2 and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire 8.4 and has failed to process remedy the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facilitysame within 30 days; (c.4) The Concessionaire is in Material Breach of this Agreement; 5) The Concessionaire commits default in complying with any of its obligations under the terms and conditions of this Agreement Agreement, save and except those defaults in respect of which a specified time period Cure Period has not been specified expressly provided in this Agreement and fails to remedy or rectify the same has within the period provided in a notice in this behalf from GMCBL which shall: a) require the Concessionaire to remedy the breach or breaches referred to in such notice within 1 (one) month (or such longer period as may be agreed by the GMCBL at its absolute discretion); or b) permit the Concessionaire to put forward within 15 days of such notice a reasonable programme for the remedying of the breach or breaches, such programme to specify in reasonable detail the manner in which such breach or breaches is or are proposed to be remedied and the latest date by which it is proposed that such breach or all such breaches shall be remedied. 6) The Concessionaire creates any Encumbrance, charges or lien in favour of any person save and except as otherwise expressly permitted under Clause 22.3; The shareholding of the Consortium Members falls below the minimum prescribed under Clause 7.2.3 (e) and the Concessionaire does not been remedied for more than 30 suo motu cure such default within 90 (thirtyninety) daysdays of its occurrence; 7) The transfer, pursuant to law of either (d.a) Any representation made or warranty given by the rights and/or obligations of the Concessionaire under this Agreement is found or (b) all or material part of the assets or undertaking of the Concessionaire except where such transfer in the reasonable opinion of GMCBL does not affect the ability of the Concessionaire to be false or misleadingperform, and the Concessionaire has the financial and technical capability to perform, its material obligations; (e.) 8) A resolution for voluntary winding up has been is passed by the shareholders of the Concessionaire for the voluntary winding up of the Concessionaire; (f.9) The Concessionaire is adjudged bankrupt or insolvent or if a trustee or receiver is appointed for the Concessionaire or for any of its property that has a material bearing on the Project; 10) Any petition for winding up of the Concessionaire has been is admitted and liquidator or provisional liquidator has been appointed by a court of competent jurisdiction or the Concessionaire has been is ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction reconstruction, the property, assets and undertaking of the Concessionaire are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed all surviving the obligations of the Concessionaire under this Agreement and provided that: a) the amalgamated or reconstructed entity has the technical capability and operating experience necessary for the performance of its obligations under this Agreement; and b) the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and has a credit worthiness at least as good as that of the Concessionaire as at the Financial Close. 11) An event of default of the Concessionaire under any of the Financing Documents has occurred or any of the Senior Lenders has recalled its loan under any of the Financing Documents; (g.12) Abandonment The Concessionaire abandons the operations of the Project for more than 15 (fifteen) consecutive days without the prior consent of GMCBL, provided that the Concessionaire shall be deemed not to have abandoned such operation if such abandonment was (i) as a result of Force Majeure Event and is only for the period such Force Majeure is continuing, or (ii) is on account of a breach of its obligations by the ConcessionaireGMCBL; (h.13) The Concessionaire has unlawfully repudiated repudiates this Agreement or has otherwise expressed evidences an intention not to be bound by this Agreement; (i.14) The Concessionaire has suffered suffers an attachment execution being levied on any of its assets which has caused or is likely to cause assets/ equipment causing a Material Adverse Effect on the Project and such attachment has allows it to be continued for a period exceeding 90 of 15 (ninetyfifteen) days.; (j.15) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee is using the GMCBL Infrastructure Facilities for the requisite amounts any purposes other than as provided in terms of this Agreement; 16) Any representation made or any warranty provided by the Concessionaire under this Agreement or the proposal is found to be false or misleading.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("“Concessionaire Event of Default"”) unless such event has occurred as a result of one or more of the following reasonsreasons set out in Article 5.11: (a.i) The Concessionaire has failed to collect operate the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site SLF for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facilityfourteen days; (c.ii) The Concessionaire has committed a Serious Default (iii) Any representation made or warranties given by the Concessionaire under this Agreement is found to be false or misleading. (iv) The Concessionaire creates any Encumbrance on the Project Site in favour of any person save and except as otherwise expressly permitted in this Agreement. (v) The aggregate equity shareholding of the Successful Bidder, Lead Member/Lead Partner, in the case of Consortium falls below the minimum prescribed under Article 5.14. (vi) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) dayswithin 60 days or any extension granted thereof after the receipt of notice from MCS; (d.) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.vii) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire;’s company. (f.viii) Any petition for winding up of the The Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been is ordered to be wound up by a Court of competent jurisdiction, jurisdiction except for the purpose of amalgamation or reconstruction with the prior consent of the Authorityreconstruction, provided that, as part of such amalgamation or reconstruction reconstruction, the property, assets and undertaking of the Concessionaire are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed all surviving the obligations of the Concessionaire under this Agreement;, and provided that: (i) the amalgamated or reconstructed entity has the technical capability and operating experience necessary for the performance of its obligations under this Agreement; (ii) the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and has a credit worthiness at least as good as that of the Concessionaire as at Commencement Date; and (iii) the Agreement remains in full force and effect. (g.) Abandonment of the Project by the Concessionaire; (h.ix) The Concessionaire has suspends or abandons the operations of the SLF without the prior consent of the MCS, provided that the Concessionaire shall be deemed not to have suspended/ abandoned operation if such suspension/ abandonment was (i) as a result of Force Majeure Event and is only for the period such Force Majeure is continuing, or (ii) is on account of a breach of its obligations under (b) below by the MCS thereby forcing the Concessionaire suspending the operations of the SLF. (x) The Concessionaire suffers an attachment being levied on any of its assets causing a Material Adverse Affect on the Project and such attachment continues for a period exceeding 45 days. (xi) The Concessionaire unlawfully repudiated repudiates this Agreement or has otherwise expressed evidences an intention not to be bound by this Agreement; (i.) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.xii) The Concessionaire fails to obtain joint partnership/ Consortium agreement with the Technical member is dissolved before the minimum duration specified in the Tender and maintain the lead member has not substituted with a valid Performance Bank Guarantee for equally competent or better Technical partner. Such substitution can only be done with the requisite amounts in terms written permission of this AgreementMCS.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1:- (a.) i. The Concessionaire has failed to collect achieve Project Milestone and obtain Completion Certificate, within the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.) ii. The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee and Annual Lease Rent. iii. The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and such failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Breach of the maintenance schedule of the Processing FacilityAgreement; (c.) iv. The Concessionaire has failed to implement the Project in accordance with the provisions of this Agreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Scheduled Completion Date. v. The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; vi. The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii. The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) 120 days; (d.) viii. Any representation made or warranty as given by the Concessionaire under this Agreement is found to be false or misleading; (e.) ix. A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.) x. Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concessioning Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment xi. A default has occurred under any of the Financing Documents and any of the lenders to the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii. The Concessionaire has abandoned the Project for the consecutive period of 3 (h.three) months; xiii. The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) xiv. The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.) xv. The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for has created encumbrance(s) beyond the requisite amounts in terms Concession Period / Term of this AgreementConcession Agreement and in violation of the provisions herein in this regard. xvi. the Punch List items have not been completed within the period set forth in Clause 2.8.1.iv. xvii. the Concessionaire is in breach of the Maintenance Requirements or the Safety Requirements, as the case may be. xviii. a Change in Ownership has occurred in breach of the provisions of Clause 3.6.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any (a) Each of the following events or circumstances, to the extent not caused by a default of the Concessioning Authority or Force Majeure, shall constitute an Event be considered for the purposes of this Agreement as Events of Default by of the Concessionaire ("“Concessionaire Event of Default"”) unless such event has occurred as a result of one or more of which, if not cured within the following reasonstime period permitted, if any, shall provide the Concessioning Authority, with the right to terminate this Agreement in accordance with Article 17 hereof: (a.i) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of any of its obligations under this the Agreement in respect which has a Materially Adversely Effect on the Concessioning Authority or the Project and such breach is not remedied within 90 days of which a specified time period has not been specified in this Agreement receipt of written notice from the Concessioning Authority specifying such breach and requiring the same has not been remedied for more than 30 (thirty) daysConcessionaire to remedy the same; (d.ii) Any such events as have been specified as Concessionaire Events of Default under the provisions of this Agreement; (iii) a breach of any express representation made or warranty given by the Concessionaire under this Agreement which has a Material Adverse Effect and such breach is found not remedied within 90 days of receipt of written notice from the Concessioning Authority specifying such breach and requiring the Concessionaire to be false or misleadingremedy the same; (e.iv) A resolution for voluntary winding up has been passed by any actions or omissions attributable to Concessionaire, including delay on the shareholders part of the ConcessionaireConcessionaire to discharge any of its obligations, that has a Material Adverse Effect on the implementation of the Project; (f.v) Any petition for winding up failure of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or to achieve Substantial Completion by ; (vi) dissolution of the Concessionaire has been ordered pursuant to be wound up by Court of competent jurisdictionLaw, except for the purpose of amalgamation a merger, consolidation or reconstruction with reorganisation that does not affect the prior consent ability of the Authority, provided that, as part of such amalgamation or reconstruction and resulting entity to perform all the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this AgreementAgreement and provided further that such resulting entity expressly assumes all such obligations; (g.vii) Abandonment of the Project by the Concessionaire; (h.viii) The the Concessioning Authority notifies the Concessionaire has unlawfully repudiated of a material failure by the Concessionaire or its employees or agents or Contractor(s) to upgrade and manage the Project in accordance with the terms and conditions of this Agreement or has otherwise expressed an intention not and further issues a notification to be bound by this Agreement;the Concessionaire of the failure to remedy such non-compliance within the time frame as may reasonably have been specified for rectifying the same; and (i.ix) The if there is a “change in control” of the Concessionaire has suffered an attachment levied on or any change in the rights of its assets which has caused ownership of the Concessionaire or is in the powers of any shareholder/member of the governing body to direct the management or the policies of the Concessionaire where such change would be reasonably likely to cause have a Material Adverse Effect on the ability of the Concessionaire to comply in all material respects with its obligations under this Agreement and the Project and such attachment has continued Agreements; (x) De-affiliation or de-recognition by AICTE or concerned statuary body for a period exceeding 90 (ninety) daysparticular course thrice or any three courses and having adverse effect on trainee/s, during the Concession Period, unless due to an event of Force Majeure. (j.b) The Concessionaire fails to obtain Concessioning Authority’s obligations under this Agreement shall be suspended and maintain a valid Performance Bank Guarantee for the requisite amounts in terms Concessioning Authority shall have no liability hereunder during any of this Agreementthe foregoing Cure Periods while the relevant event remains uncured.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event event of Default default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons:reasons set out in this agreement; (a.i) The Concessionaire has failed to collect the Solid Waste achieve Financial Closure by 60 days from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area;Effective Date. (b.ii) The Concessionaire has failed to process adhere to the Solid Waste at Construction Requirements and the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days Implementation Schedule and such failure, in any Month; This period shall be exclusive the reasonable estimation of the maintenance schedule Project Engineer, is likely to delay achievement of COD beyond 120 days of the Processing Facility;Schedule Project Completion Date. (c.iii) The Concessionaire has failed to achieve COD within 120 days from the Scheduled Project Completion Date. (iv) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days;O&M Requirements. (d.v) Any representation made or warranty warranties given by the Concessionaire under this Agreement is found to be false or misleading;. (e.vi) The Concessionaire has created any Encumbrance on the Project Site/ Project / in favour of any Person save as otherwise expressly permitted under this Agreement. (vii) The Concessionaire has failed to ensure minimum shareholding requirements under this agreement. (viii) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for the voluntary winding up of the Concessionaire;. (f.ix) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, jurisdiction except for the purpose of amalgamation or reconstruction with the prior consent of the AuthorityEDMC, provided that, as part of such amalgamation or reconstruction reconstruction, the property, assets and undertaking of the Concessionaire are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed all surviving the obligations of the Concessionaire under this AgreementAgreement and the Project Agreements, and provided further that: a) the amalgamated or reconstructed entity has the technical capability and operating experience necessary for the performance of its obligations under this Agreement and the Project Agreements; (g.b) Abandonment the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Project Agreements and has a credit worthiness at least as good as that of the Concessionaire as at Commencement Date and c) each of the Project by the Concessionaire;Agreements remains in full force and effect. (h.x) A default has occurred under any of the Financing Documents and any of the Lender(s) has recalled its financial assistance and demanded payment of the amounts outstanding under the Financing Documents or any of them as applicable. (xi) The Concessionaire has unlawfully abandoned the Project Facilities for a continuous period of 7 days. (xii) The Concessionaire has repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement;. (i.xiii) The Concessionaire has suffered an attachment levied on any of its the assets which has caused located or is likely to cause comprised in the Project Site/Project Facilities, causing a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.xiv) The Concessionaire fails has delayed any payment that has fallen due under this Agreement for 90 days or more. (xv) The Concessionaire has otherwise been in Material Breach of any of its other obligations and terms and conditions under this Agreement and the RFP. (xvi) The Concessionaire has mis-used the Project Facility or utilised the space for any other purpose (xvii) The Concessionaire has failed to obtain and maintain a valid provide the project structure in accordance with the Bid Proposal (xviii) The Concessionaire has failed to provide Performance Bank Guarantee for the requisite amounts Security in terms accordance with Article 5.1 of this Agreement.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, Concessionaire Event of Default means any of the following events shall constitute an Event arising out of Default by any acts or omissions of the Concessionaire ("Concessionaire CONCESSIONAIRE and which have not occurred as a consequence of any Authority Event of Default") unless such event has occurred as , a result of one Qualifying Change in Law, a Fundamental Change in Law, a Force Majeure Event or more of an Emergency and where the following reasons: (a.) The Concessionaire has failed to collect remedy the Solid Waste from defects specified in the Designated Bin and transport it to Preliminary Notice issued in accordance with Clause 19.1(b): (i) any abandonment by the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular areaConcessionaire; (b.ii) The any breach by the Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect which has a Material Adverse Effect on the ability of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) daysConcessionaire to install the Equipment or perform the O&M Services; (d.iii) Any any representation made or warranty given by the Concessionaire under this Agreement is found to be being false or misleading; (e.iv) A failure of the Concessionaire to achieve Project COD within 6 months of the Execution Date which can be extendable by 2 months with Liquidated Damages as per Schedule 6 of this Concession Agreement; (v) failure of the Concessionaire to issue and maintain a valid Performance security under Clause 11; (vi) failure of the Concessionaire to comply with the O&M standards set out in Schedule 3 for a continuous period of 30 Days; (vii) a resolution for voluntary winding up has been passed by the shareholders Shareholders; (viii) the Concessionaire entering into liquidation or similar state or if any order is made for the compulsory winding up or dissolution of the Concessionaire or the appointment of a receiver or administrator in respect of the Concessionaire; (f.) Any petition for winding up of the Concessionaire has been admitted , its business and liquidator assets or provisional liquidator has been appointed any re- structuring, re- organisation, amalgamation, arrangement or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment of the Project by compromise affecting the Concessionaire; (h.) The Concessionaire has unlawfully repudiated 's ability to fulfil its obligations under this Agreement or that otherwise has otherwise expressed an intention not to be bound by this Agreement; (i.) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause may have a Material Adverse Effect on Effect; or (ix) the Project and such attachment has continued for a period exceeding 90 (ninety) daysConcessionaire's failure to issue monthly reports in accordance with Clause 8. (j.x) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for If the requisite amounts Energy Savings falls below 40% as per the KPI in terms of this Agreementschedule-5.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("“Concessionaire Event of Default"”) unless such event has occurred as a result of one or more of the following reasonsreasons set out in this clause: (a.i) negligence in designing or default in design of the Project Facility that results in Material Adverse Effect to the Project; However, the Concessionaire shall not be permitted to defend termination on the ground that it has based its designing on the parameters, figures, drawings, analysis, geographic study or topography study provided along with either NIT, RFP or RFQ by the SDMC. The Concessionaire has failed is required to collect undertake its own study to design, construct and commission the Solid Waste from Project. (ii) defects in construction of the Designated Bin and transport it complete Project which are of such nature that they cannot be rectified or that they shall have Material Adverse Effect; (iii) failure to remit the Liquidated Damages as stipulated relating to the WtE plant for continuous delay in construction or commissioning of the Project; (iv) the failure of achieving COD of the Plant even after a period of 7 ( (seven) days or an aggregate period of 10 ( ten) days in any Month months from any particular areathe Scheduled COD; (b.v) The after the commencement of construction of the Project, the abandonment by the Concessionaire has failed to process or the Solid Waste at the proposed site Contractor for a continuous period of 3 ( three2 (two) days or an aggregate period months and such default is not rectified within 1 (one) month from the receipt of 7( seven) days first notice from the SDMC in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facilitythis regard; (c.vi) The Save and except as provided in clause 10.8, if at any time following the COD, the Plant suspend receiving and processing MSW Quantity; (vii) the Concessionaire is in Material Breach fails to make any payment (a) of any an amount exceeding Rupees 1 (One) Crore required to be made to the SDMC under this Agreement, within 3 (three) months after the Due Date of its obligations an undisputed Bill raised by the SDMC on the Concessionaire or (b) of an amount upto Rupees 1 (One) Crore required to be made to SMDC under this Agreement in respect within 6 (six) months after the Due Date of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) daysan undisputed Bill; (d.viii) Any representation anyof the representations and warranties made or warranty given by the Concessionaire under in terms of Clause 33 of this Agreement is found to be false untrue or misleadinginaccurate. Further, in addition to the above, any of representations made or the undertakings submitted by the Successful Bidder at the time of submission of the Bid is found to be breached or inaccurate. Provided however, prior to considering any event specified under this sub- article to be a Concessionaire’s Event of Default, the SDMC shall give a notice to the Concessionaire in writing of at least 1 (one) month, (ix) In the event the Concessionaire, (a) assigns or purports to assign any of its assets or rights in violation of this Agreement; or (b) transfers or novates any of its rights and/or obligations under this Agreement, in violation of this Agreement; (e.x) A resolution for voluntary if (a) the Concessionaire becomes voluntarily or involuntarily the subject of any bankruptcy or insolvency or winding up has been proceedings and such proceedings remain uncontested for a period of 1 (one) month, or (b) any winding up or bankruptcy or insolvency order is passed by the shareholders of against the Concessionaire; , or (f.c) Any petition for winding up the Concessionaire goes into liquidation or dissolution or has a receiver or any similar officer appointed over all or substantially all of its assets or official liquidator is appointed to manage its affairs, pursuant to Law. Provided that a dissolution or liquidation of the Concessionaire has been admitted and liquidator shall not be a Concessionaire’s Event of Default if such dissolution or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except liquidation is for the purpose of a merger, consolidation, amalgamation or reconstruction with reorganization and where the prior consent resulting company continues to meet the financial and technical requirements as per RFP, and retains creditworthiness as that of the AuthorityConcessionaire, provided that, as part of such amalgamation or reconstruction to be decided by the SDMC in their sole discretion and the amalgamated or reconstructed entity has unconditionally assumed it expressly assumes all surviving obligations of the Concessionaire under this AgreementAgreement and is in a position to perform them; (g.xi) Abandonment the Concessionaire repudiates this Agreement and does not rectify such breach within a period of 1 (one) month from a notice from the Project by the ConcessionaireSDMC in this regard; (h.xii) The except where due to anySDMC’s failure to comply with its material obligations, the Concessionaire has unlawfully repudiated is in breach of any of its material obligations pursuant to this Agreement or has otherwise expressed an intention of any of the other agreements for this Project where the SDMC and Concessionaire are parties, and such material breach is not rectified by the Concessionaire within 1 (one) month of receipt of first notice in this regard given by the SDMC to be bound by this Agreementthe Concessionaire (xiii) any direct or indirect change in the Equity of the Concessionaire in contravention of the terms provided herein; (i.xiv) The breach or default of the Concessionaire has suffered an attachment levied on of any of its assets the terms and conditions of this Agreement and/or the Land Lease Agreement, which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days.Effect; (j.xv) The upon the occurrence of a material breach of the terms and conditions of the Financing Documents; (xvi) occurrence of Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts Event of Default in terms of this Agreementthe PPA; (xvii) the associate of the Successful Bidder whose credentials the Successful Bidder has relied upon during the bidding process ceasing to be its associate at any time prior to the actualCOD of the Plant; (xviii) there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Concessionaire, or of (ii) all or part of the assets or undertaking of the Concessionaire, and such transfer causes a Material Adverse Effect.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event event of Default default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons:reasons set out in this agreement; (a.i) The Concessionaire has failed to collect the Solid Waste achieve Financial Closure by 60 days from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area;Effective Date. (b.ii) The Concessionaire has failed to process adhere to the Solid Waste at Construction Requirements and the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days Implementation Schedule and such failure, in any Month; This period shall be exclusive the reasonable estimation of the maintenance schedule Project Engineer, is likely to delay achievement of COD beyond 120 days of the Processing Facility;Schedule Project Completion Date. (c.iii) The Concessionaire has failed to achieve COD within 120 days from the Scheduled Project Completion Date. (iv) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days;O&M Requirements. (d.v) Any representation made or warranty warranties given by the Concessionaire under this Agreement is found to be false or misleading;. (e.vi) The Concessionaire has created any Encumbrance on the Project Site/ Project (vii) The Concessionaire has failed to ensure minimum shareholding requirements under this agreement. (viii) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for the voluntary winding up of the Concessionaire;. (f.ix) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, jurisdiction except for the purpose of amalgamation or reconstruction with the prior consent of the AuthorityEDMC, provided that, as part of such amalgamation or reconstruction reconstruction, the property, assets and undertaking of the Concessionaire are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed all surviving the obligations of the Concessionaire under this AgreementAgreement and the Project Agreements, and provided further that: a) the amalgamated or reconstructed entity has the technical capability and operating experience necessary for the performance of its obligations under this Agreement and the Project Agreements; (g.b) Abandonment the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Project Agreements and has a credit worthiness at least as good as that of the Concessionaire as at Commencement Date and c) each of the Project by the Concessionaire;Agreements remains in full force and effect. (h.x) A default has occurred under any of the Financing Documents and any of the Lender(s) has recalled its financial assistance and demanded payment of the amounts outstanding under the Financing Documents or any of them as applicable. (xi) The Concessionaire has unlawfully abandoned the Project Facilities for a continuous period of 7 days. (xii) The Concessionaire has repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement;. (i.xiii) The Concessionaire has suffered an attachment levied on any of its the assets which has caused located or is likely to cause comprised in the Project Site/Project Facilities, causing a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.xiv) The Concessionaire fails has delayed any payment that has fallen due under this Agreement for 90 days or more. (xv) The Concessionaire has otherwise been in Material Breach of any of its other obligations and terms and conditions under this Agreement and the RFP. (xvi) The Concessionaire has mis-used the Project Facility or utilised the space for any other purpose (xvii) The Concessionaire has failed to obtain and maintain a valid provide the project structure in accordance with the Bid Proposal (xviii) The Concessionaire has failed to provide Performance Bank Guarantee for the requisite amounts Security in terms accordance with Article 5.1 of this Agreement.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event ConcessionaireEvent of Default") unless such event has occurred as a result of one or more of the following thefollowing reasons: (a.) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( (seven) days or an aggregate period of 10 ( ten1 0(ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( (three) days or an aggregate period of 7( seven7(seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days; (d.) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire; (f.) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment of the Project by the Concessionaire; (h.) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreement.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any (a) Each of the following events or circumstances, to the extent not caused by a default of the ADA or Force Majeure, shall constitute an Event be considered for the purposes of this Concession Agreement as Events of Default by of the Concessionaire ("“Concessionaire Event of Default"”) unless such event has occurred as a result of one or more of which, if not cured within the following reasonstime period permitted, if any, shall provide the ADA, with the right to terminate this Concession Agreement in accordance with Article 19 hereof: (a.i) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of any of its obligations under this the Concession Agreement in respect which has a Materially Adversely Effect on the ADA or the Project and such breach is not remedied within 90 (Ninety) days of which a specified time period has not been specified in this Agreement receipt of written notice from ADA specifying such breach and requiring the same has not been remedied for more than 30 (thirty) daysConcessionaire to remedy the same; (d.ii) Any such events as have been specified as Concessionaire Events of Default under the provisions of the Concession Agreement; (iii) subject to the provisions of clause 5.1.2 to this Concession Agreement failure to take possession of the Project Site within 45 days of intimation from the ADA regarding handing over the possession of the Project Site; (iv) a breach of any express representation made or warranty given by the Concessionaire which has a Material Adverse Effect and such breach is not remedied within 90 (Ninety) days of receipt of written notice from the ADA specifying such breach and requiring the Concessionaire to remedy the same; (v) any actions or omissions attributable to Concessionaire, including delay on the part of the Concessionaire to discharge any of its obligations, that has a Material Adverse Effect on the implementation of the Project; (vi) failure of the Concessionaire to achieve Construction Completion of the LED Facade within 3 (Five Months) months from the Effective Date or such further extensions as may be granted by the ADA ; (vii) dissolution of the Concessionaire pursuant to Applicable Law, except for the purpose of a merger, consolidation or reorganization that does not affect the ability of the resulting entity to perform all the obligations of the Concessionaire under this Concession Agreement is found to be false or misleadingand provided further that such resulting entity expressly assumes all such obligations; (e.viii) A resolution declaration of insolvency or the appointment of a liquidator in a proceeding for voluntary winding up dissolution of the Concessionaire after lawful notification and due hearing, which declaration or appointment has not been passed by set aside within 60 (Sixty) days thereof; (ix) failure of the shareholders Lead Member and other Members holding stake and voting rights in the Concessionaire to discharge and fulfill their obligations; (x) failure of the Lead Member and other Members holding stake and voting rights in the Concessionaire to nominate and appoint the ADA nominee on the board of the Concessionaire; (f.xi) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment abandonment of the Project by the Concessionaire; (h.xii) The the ADA notifies the Concessionaire has unlawfully repudiated of a material failure by the Concessionaire or its employees or agents or Contractor(s) to upgrade and manage the Project in accordance with the terms and conditions of this Concession Agreement or has otherwise expressed an intention not and further issues a notification to be bound by this Agreement;the Concessionaire of the failure to remedy such non-compliance within the time frame as may reasonably have been specified for rectifying the same; and (i.xiii) The if there is a change in the rights of ownership of the Concessionaire has suffered an attachment levied on or in the powers of any trustee/member of its assets which has caused the governing body to direct the management or is the policies of the Concessionaire where such change would be reasonably likely to cause have a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.) The ability of the Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts comply in terms of all material respects with its obligation under this Concession Agreement.;

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any (a) Each of the following events or circumstances, to the extent not caused by a default of the Concessioning Authority or Force Majeure, shall constitute an Event be considered for the purposes of this Agreement as Events of Default by of the Concessionaire ("“Concessionaire Event of Default"”) unless such event has occurred as a result of one or more of which, if not cured within the following reasonstime period permitted, if any, shall provide the Concessioning Authority, with the right to terminate this Agreement in accordance with Article 17 hereof: (a.i) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of any of its obligations under this the Agreement in respect which has a Materially Adversely Effect on the Concessioning Authority or the Project and such breach is not remedied within 90 days of which a specified time period has not been specified in this Agreement receipt of written notice from the Concessioning Authority specifying such breach and requiring the same has not been remedied for more than 30 (thirty) daysConcessionaire to remedy the same; (d.ii) Any such events as have been specified as Concessionaire Events of Default under the provisions of this Agreement; (iii) a breach of any express representation made or warranty given by the Concessionaire under this Agreement which has a Material Adverse Effect and such breach is found not remedied within 90 days of receipt of written notice from the Concessioning Authority specifying such breach and requiring the Concessionaire to be false or misleadingremedy the same; (e.iv) A resolution for voluntary winding up has been passed by any actions or omissions attributable to Concessionaire, including delay on the shareholders part of the ConcessionaireConcessionaire to discharge any of its obligations, that has a Material Adverse Effect on the implementation of the Project; (f.v) Any petition for winding up failure of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or to achieve Substantial Completion by _; (vi) dissolution of the Concessionaire has been ordered pursuant to be wound up by Court of competent jurisdictionLaw, except for the purpose of amalgamation a merger, consolidation or reconstruction with reorganization that does not affect the prior consent ability of the Authority, provided that, as part of such amalgamation or reconstruction and resulting entity to perform all the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this AgreementAgreement and provided further that such resulting entity expressly assumes all such obligations; (g.vii) Abandonment of the Project by the Concessionaire; (h.viii) The the Concessioning Authority notifies the Concessionaire has unlawfully repudiated of a material failure by the Concessionaire or its employees or agents or Contractor(s) to upgrade and manage the Project in accordance with the terms and conditions of this Agreement or has otherwise expressed an intention not and further issues a notification to be bound by this Agreement;the Concessionaire of the failure to remedy such non-compliance within the time frame as may reasonably have been specified for rectifying the same; and (i.ix) The if there is a “change in control” of the Concessionaire has suffered an attachment levied on or any change in the rights of its assets which has caused ownership of the Concessionaire or is in the powers of any shareholder/member of the governing body to direct the management or the policies of the Concessionaire where such change would be reasonably likely to cause have a Material Adverse Effect on the ability of the Concessionaire to comply in all material respects with its obligations under this Agreement and the Project Agreements; (x) De-affiliation or de-recognition by NCVT/SCVT of any particular Vocational Training Trade and such attachment has continued for a period exceeding 90 (ninety) daysadverse effect on trainee/s, thrice during the Concession Period, unless due to an event of Force Majeure. (j.b) The Concessionaire fails to obtain Concessioning Authority’s obligations under this Agreement shall be suspended and maintain a valid Performance Bank Guarantee for the requisite amounts in terms Concessioning Authority shall have no liability hereunder during any of this Agreementthe foregoing Cure Periods while the relevant event remains uncured.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event event of Default default by the Concessionaire ("“Concessionaire Event of Default"”) unless such event has occurred as a result of one or more of the following reasonsreasons set out in Article 6.27: (a.i) The Concessionaire fails to comply with the Development Plan/ Drawings having a Material Adverse Effect on the Project; (ii) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it adhere to the WtE plant for continuous period Construction Requirements and such failure, in the reasonable estimation of 7 ( seventhe Construction Supervisor, is likely to delay achievement of COD beyond 90 days of the Scheduled Project Completion Date or has actually resulted in the Concessionaire not achieving COD within 90 (ninety) days or an aggregate period of 10 ( ten) days in any Month from any particular areathe Scheduled Project Completion Date; (b.iii) At any time during the Concession Period, the Concessionaire fails to adhere to the Construction Requirements or O&M Requirements and has failed to remedy the same or has failed to take any effective steps to remedy the same within 15 (fifteen) days of receipt of notice from ULB / Construction Supervisor, as the case may be; (iv) The Concessionaire has failed to process make payment of any sum that has become due and payable to the Solid Waste at ULB under the proposed site provisions of this Agreement and such amount remains unpaid for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facilitybeyond 45 days; (c.v) The Concessionaire has failed to prepare and submit reports referred to in Schedule D and E in accordance with this Agreement and such failure continues for a period of more than 60 (sixty) days after intimation by ULB; (vi) The Concessionaire has failed to ensure minimum shareholding requirements specified in Article 6.20. (vii) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days; (d.viii) The Concessionaire has failed to accept MSW supplied by ULB, subject to Article 6.13 for 30 (thirty) consecutive days or 90 (ninety) days in total in a calendar year. (ix) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.x) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire; (f.xi) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the AuthorityULB, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreements (xii) The Concessionaire has abandoned the Project or the Project Facilities; (xiii) a Project Account Default has occurred under the Project Account Agreement and the Concessionaire fails to cure the default within the Cure Period of 15 (fifteen) days: (xiv) upon occurrence of a Financial Default, the Lenders’ Representative has by notice required the ULB to undertake Suspension or Termination, as the case may be, in accordance with the Substitution Agreement and the Concessionaire fails to cure the default within the Cure Period specified hereinabove; (xv) a breach of any of the Project Agreements by the Concessionaire has caused a Material Adverse Effect; (xvi) the Concessionaire creates any Encumbrance in breach of this Agreement; (g.) Abandonment of the Project by the Concessionaire; (h.xvii) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.xviii) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 45 (ninetyforty five) days.; (j.xix) The Any representation made or warranties given by the Concessionaire fails under this Agreement has been found to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreementbe false or misleading.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire Conc essionaire ("Concessionaire Event of Default"" ) unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1: - (a.) i. The Concessionaire has failed to collect achieve Project Milestone and obtain Project Milestone Completion Certificate, wi thin the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.) ii. The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee. iii. The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and such failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Br each of the maintenance schedule of the Processing FacilityAgreement; (c.) iv. The Concessionaire has failed to implement the Project in accordance with the provisions of this Agreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Project Construction Completion Date. v. The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; vi. The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii. The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) 120 days; (d.) viii. Any representation made or warranty as given by the Concessionaire under this Agreement is found to be false or misleading; (e.) ix. A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.) x. Any petition for winding up of the Concessionaire has ha s been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concess ioning Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment xi. A default has occurred under any o f the Financing Documents and any of the lenders to the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii. The Concessionaire has abandoned the Project f or the consecutive period of 3 (h.three) months; xiii. The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) xiv. The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.) xv. The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for has created encumbrance(s) beyond the requisite amounts in terms Concession Period / Term of this AgreementConcession Agreeme nt and in violation of the provisions herein in this regard.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default"" ) unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1: - (a.) i. The Concessionaire has failed to collect achieve Project Milestone and obtain Project Milestone Completion Certificate, within the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.) ii. The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee. iii. The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and such failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Breach of the maintenance schedule of the Processing FacilityAgreement; (c.) iv. The Concessionaire has failed to implement the Project in accordance with the provisions of this Agreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Project Construction Completion Date. v. The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; vi. The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii. The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) 120 days; (d.) viii. Any representation made or warranty as given by the Concessionaire under this Agreement is found to be false or misleading; (e.) ix. A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.) x. Any petition for winding up of the Concessionaire has been admitted and liquidator l iquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concessioning Authority, provided pro vided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment xi. A default has occurred under any of the Financing Docum ents and any of the lenders to the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii. The Concessionaire has abandoned the Project for the consecutive pe riod of 3 (h.three) months; xiii. The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) xiv. The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.) xv. The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for has created encumbrance(s) beyond the requisite amounts in terms Concession Period / Term of this AgreementConcession Agreement and in violation o f the provisions herein in this regard.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons:reasons set out in Clause 5.12 (a.i) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it adhere to the WtE plant for continuous period Construction Requirements and such failure, in the reasonable estimation of 7 ( seven) the Authority, is likely to delay achievement of COD beyond 90 days or an aggregate period of 10 ( ten) days in any Month from any particular areathe SPCD; (b.ii) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) achieve COD within 90 days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing FacilitySPCD for any reason whatsoever; (c.iii) At any time during the Concession Period, the Concessionaire fails to adhere to the Construction Requirements or O&M Requirements and has failed to remedy the same within 60 days; (iv) The Concessionaire has failed to make the Concession Payment due to SIIDCUL and more than 30 days have elapsed since such payment became due; (v) The Concessionaire has failed to make any payments due to SIIDCUL and more than 120 days have elapsed since such payment became due; (vi) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days60 days ; (d.vii) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.viii) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up/ dissolution of the Concessionaire; (f.ix) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the AuthoritySIIDCUL, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.x) Abandonment A default has occurred under any of the Project by Financing Documents and any of the ConcessionaireLenders has recalled its financial assistance and demanded payment of the amounts outstanding under the Financing Documents or any of them as applicable; (h.xi) The Concessionaire has unlawfully abandoned the Project Facility ; (xii) The Concessionaire has repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.xiii) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 days (ninetyxiv) daysThe Concessionaire has failed to perform/ discharge its obligations under Clause 5.13 of this Agreement for a continuous period of 24 hours. (j.xv) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee Consortium formed for the requisite amounts in terms purpose of this Agreementthe Project is changed by the Concessionaire without the consent of SIIDCUL.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one Force Majeure in accordance with Article 10 or more a breach of the following reasonsAuthority under this Agreement: (a.a) The Concessionaire has failed to collect fulfil one or more of the Solid Waste from Conditions Precedent in accordance with the Designated Bin and transport it to the WtE plant for continuous period terms of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular areathis Agreement; (b.b) The Concessionaire has failed to process complete the Solid Waste at Project Installations within the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing FacilityConstruction Period; (c.c) The Concessionaire has failed to operate and maintain the Project Installations during the O&M Period; (d) The Concessionaire has persistently failed, in the opinion of the Authority or the Consultant, to install, maintain, provide meter reading and operate the Equipment or Project Installations in accordance with the standards and specifications; (e) The Concessionaire has failed to pay any remuneration, cost or expense invoiced to the Concessionaire in relation to the Consultant or any other payments due to the Authority and more than four (4) weeks have lapsed since such payment became due; (f) The Concessionaire has failed to comply with the Applicable Laws / Applicable Permits and such failure has resulted in a Material Breach of the Agreement; (g) The Concessionaire has failed to implement the Project in accordance with the provisions of the Agreement and such failure, in the reasonable estimation of the Authority, is likely to delay the Project Completion Date; (h) The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; (i) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this the Agreement and the same has not been remedied for more than 30 one hundred and twenty (thirty120) days; (d.j) Any representation made or warranty as given by the Concessionaire under this the Agreement is found to be false or misleading; (e.k) Change in Ownership of the Concessionaire without prior approval of the Authority; (l) A resolution for voluntary winding up has been passed by the shareholders Concessionaire for voluntary winding up of the Concessionaire; (f.m) Any petition for winding up A default has occurred under any of the Concessionaire has been admitted Financing Documents and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent any of the Authority, provided that, as part of such amalgamation or reconstruction Lender(s) to the Project has recalled its Financial Assistance and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations demanded payment of the Concessionaire amounts outstanding under this Agreementthe Financing Documents or any of them as applicable; (g.) Abandonment of the Project by the Concessionaire; (h.n) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on Abandoned the Project and such attachment has continued for a consecutive period exceeding 90 (of ninety) days. (j.) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreement.

Concessionaire Event of Default. 13.2.1 In addition to any events specified elsewhere in this Agreement, any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons: (a.i) The Concessionaire has failed to collect and transfer the Solid Waste from the Designated Bin and transport it C&D waste to the WtE plant Processing Facility for a continuous period of 7 ( seven) three days or an aggregate period of 10 ( ten) seven days in any Month from any particular area;Month. (b.ii) The Concessionaire has failed to process the Solid C&D Waste at the proposed site post COD for a continuous period of 3 ( three) three days or an aggregate period of 7( seven) seven days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility;Plant. (c.iii) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days; (d.iv) The Concessionaire has been continuously found to have adopted wrongful practices/ methods for measurement of C&D Waste at the Weighbridge; (v) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.vi) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire; (f.vii) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.viii) Abandonment of the Project by the Concessionaire; (h.ix) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.x) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.xi) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreement. (xii) becomes insolvent or bankrupt or ceasing to pay its debts as they mature or making an arrangement with or for the benefit of its creditors or consenting to or acquiescing in the appointment of a receiver, trustee or liquidator for a substantial part of its property. (xiii) becomes a party to a voluntary or involuntary bankruptcy, winding up, reorganization, insolvency, arrangement or similar proceeding instituted by or against the Concessionaire under the laws of any jurisdiction, which proceeding, if involuntary in nature, has not been dismissed within sixty (60) Days. (xiv) takes any action approving of, consenting to, or acquiescing in, any such proceeding Any waiver of a breach shall not be deemed to be a waiver of any subsequent breach or to be construed as approval of a course of conduct.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any 22.1.1 Any of the following events shall constitute an Event event of Default default by the Concessionaire ("the Concessionaire Event of Default") unless such event has occurred as a result consequence of one or more of the following reasonsPermitted Events: (a.a) The any indebtedness of the Concessionaire has failed becomes due and payable prior to collect its stated maturity due to an event of default under the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular areaFinancing Documents; (b.b) The the Sponsor Base Equity Amount of the Sponsor of the Concessionaire has failed to process are not made in the Solid Waste amounts and at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of times required by the maintenance schedule of the Processing FacilityFunding & Utilization Agreement; (c.c) The Concessionaire is in any Material Breach by the Concessionaire or the Sponsor of any Authority Agreement which Material Breach has not been cured within forty-five (45) days from the date of written notice thereof by the Authority, or within such time period as provided in the relevant Authority Agreement, respectively; (d) the Concessionaire fails to commence the Site Construction Works within thirty (30) days from the Commencement Date; (e) the Concessionaire fails to achieve Substantial Completion by the date falling ninety (90) days following the Scheduled Substantial Completion Date; (f) any statement, representation or warranty made by the Concessionaire in this Agreement proving to have been incorrect, in any material respect, when made or when reaffirmed and such incorrect statement, representation or warranty having a Material Adverse Effect on the Concessionaire’s ability to perform its obligations under this Agreement in respect and/or on the Project or having a Material Adverse Effect on the rights and/or obligations of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) daysAuthority hereunder or under the Authority Agreements; (d.g) Any representation made or warranty given by the Concessionaire creates any Encumbrance on the Concession Assets in favour of any Person save and except as otherwise expressly permitted in terms of this Agreement; (h) the transfer of the rights and/or obligations of the Concessionaire under this Agreement is found to be false or misleading;Agreement, save and except as permitted in terms of this Agreement; and/or (e.i) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire; (f.) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction (provided, that such amalgamation or reconstruction does not affect the ability of the amalgamated or reconstructed entity, as the case may be, to perform its obligations under this Agreement and further; provided, that such amalgamation has been agreed to by the Authority), the occurrence of any of the following events: (i) the passing of a resolution for the dissolution or winding up of the Concessionaire; (ii) the voluntary filing by the Concessionaire of a petition of bankruptcy, moratorium, winding up, or other similar relief; (iii) the appointment of a provisional liquidator in a proceeding for the winding up of the Concessionaire after notice to the Concessionaire and due hearing, which appointment has not been set aside or stayed within ninety (90) days of such appointment; (iv) the making by a court with jurisdiction over the Concessionaire of an order winding up the Concessionaire that is not stayed or reversed by a court of competent authority within ninety (90) days; and/or (v) any proceeding being validly instituted under the Applicable Laws for the dissolution of the Concessionaire or attachment of the Concession Assets in accordance with Applicable Laws that has a Material Adverse Effect and that is not stayed or suspended in ninety (90) days; provided, that, if, within seven (7) business days of the Concessionaire becoming aware of such proceedings being filed, the Concessionaire: (1) confirms to the Authority that such proceedings relate to the recovery of a claim against the Concessionaire that is disputed bona fide by the Concessionaire as payable, and (2) furnishes a certificate by the Independent Auditor to the effect that the Concessionaire is and will remain solvent despite the payment of the claim subject to the said insolvency proceedings, then, in such case, the Concessionaire Event of Default set forth in Section 22.1.1(g)(v) shall not constitute a Concessionaire Event of Default until such time that the said certificate by the Independent Auditor is revoked or otherwise ceases to remain accurate; (j) an Abandonment by the Concessionaire, without the prior written consent of the Authority, provided thatfor a period of thirty (30) consecutive days or for an aggregate period of sixty (60) days during any Accounting Year; provided, however, that the Concessionaire shall not be deemed to have Abandoned the Concession Assets so long as it is using all reasonable efforts (as determined by the Independent Engineer) to regain control of the Concession Assets and reinstate its construction and/or Operation and Maintenance , as part applicable; (k) the Concessionaire is in Material Breach of such amalgamation O&M Requirements; (l) any other events or reconstruction and circumstances expressly set out in this Agreement as a Concessionaire Event of Default; (m) the amalgamated Bid Security, Construction Performance Security, or reconstructed entity has unconditionally assumed all surviving obligations O&M Performance Security in each case, is not issued, renewed, replaced or provided (as the case may be) in accordance with this Agreement or becomes inoperative or ceases to remain valid or in force in breach of the Concessionaire under relevant provisions of this Agreement; (g.n) Abandonment of the Project a breach by the ConcessionaireConcessionaire of its obligation to take out and maintain the required insurances in accordance with Article 20 (Insurances); (h.o) The a Change In Control, Change In Complete Control and/or Change In Shareholding has occurred in breach of this Agreement; (p) the Concessionaire has unlawfully repudiated this Agreement or has the Sponsor repudiate/terminate any of the Authority Agreements or otherwise expressed evidence an intention not to be bound by the same; (q) termination of the Project Site Licence Agreement as a result of a material breach by the Concessionaire that is not remedied in accordance with the terms of the Project Site Licence Agreement. (r) the Concessionaire has delayed any payment that has fallen due and payable under this Agreement and any of the Authority Agreements and if such delay exceeds sixty (60) days, save where such payment is duly Disputed by the Concessionaire in accordance with this Agreement; (i.s) The any assets or shares of the Concessionaire has suffered are expropriated, confiscated, compulsorily acquired or nationalised by any Government Authority or entity due to an attachment levied on any act or omission of the Concessionaire or its assets which has caused or is likely to cause shareholders, causing a Material Adverse Effect on Effect; (i) the exercise by the Secured Financiers of their remedies under the Financing Documents with respect to either the assets comprising the Concession Assets or any Ordinary Shares pledged to the Secured Financiers under the Financing Documents such that the Concessionaire or its management are removed by the Secured Financiers from control of the Project or of the Concessionaire, and/or (ii) the failure by the Secured Financiers (or the agent of the same) to comply with the Concession Direct Agreement; (u) a material breach by the EPC Contractors, the O&M Contractors or any other subcontractor or any of the parties to the Project Agreements or any of their respective contracts with the Concessionaire having a Material Adverse Effect; (v) the Concessionaire fails to achieve Project Construction Completion and/or fails to complete the First Major Maintenance and such attachment has continued the Second Major Maintenance, in each case, in accordance with the Applicable Standards and/or the timelines set-out in the Applicable Standards (in each case, as certified by the Independent Engineer), which failure continues for a period exceeding 90 of thirty (ninety30) days; (w) any breach by the Concessionaire of its obligations, including repayment of due amounts on the specified repayment dates, which constitutes an event of default under the Viability Gap Funding Agreement. (j.x) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for fund the requisite amounts Major Maintenance Funding Account in terms of this Agreementaccordance with the Financial Model.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons: (a.) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.b.) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) days; (d.c.) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.d.) A resolution for voluntary winding up has been passed p a s s e d by the t h e shareholders of the Concessionaire; (f.e.) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.f.) Abandonment of the Project by the Concessionaire; (h.g.) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.h.) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 (ninety) days. (j.i.) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreement. (j.) No collection of waste for consecutive 7 ( s e v e n ) days after starting door to door collection in a particular area.

Concessionaire Event of Default. In addition to any events specified elsewhere Save as otherwise provided in this Concession Agreement, in the event that any of the following events defaults specified below shall constitute an Event of Default by have occurred, and the Concessionaire fails to cure the default within the Cure Period set forth below, or where no Cure Period is specified, then within a Cure Period of 60 (sixty) days, the Concessionaire shall be deemed to be in default of this Concession Agreement (a "Concessionaire Event of Default") ), unless such event the default has occurred solely as a result of one any breach of this Concession Agreement by the Authority or more of the following reasonsdue to Force Majeure. The defaults referred to herein shall include: (a.i) The Concessionaire has failed Concessionaire’s repudiation or failure to collect the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days perform or an aggregate period of 10 ( ten) days in any Month from any particular area; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.) The Concessionaire is in Material Breach of discharge any of its obligations under in accordance with the provisions of this Agreement Agreement (ii) the Performance Security has been encashed and appropriated in respect of which a specified time period has not been specified in this Agreement accordance with Clause 9.2 and the same has not been remedied for more than Concessionaire fails to replenish or provide fresh Performance Security within a Cure Period of 30 (thirty) days; (d.iii) Any a breach of any of the Project Contracts by the Concessionaire has caused a Material Adverse Effect ; (iv) the Concessionaire’s failure to perform or discharge any of its obligations under the Agreement which has or is likely to have a Material Adverse Effect including the obligations envisaged under this Concession Agreement; (v) there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Concessionaire under any of the Project Contracts, or of (ii) all or part of the assets or undertaking of the Concessionaire, and such transfer causes Material Adverse Effect . (vi) any representation made or warranty warranties given by the Concessionaire under this Agreement is found to be false or misleading; (e.vii) A resolution the Concessionaire passing a reso lution for voluntary winding up; (viii) appointment of a provisional liquidator, administrator, trustee or receiver of the whole or substantially whole of the undertaking of the Concessionaire by a court of competent jurisdiction in proceedings for winding up or any other legal proceedings; (ix) levy of an execution or restraint on the Concessionaire’s Assets which has been passed by or is likely to have Material Adverse Effect and such execution or restraint remaining in force for a period exceeding thirty (30) days; (x) amalgamation of the shareholders Concessionaire with any other company or reconstruction or transfer of the whole or part of the Concessionaire; ’s undertaking (f.other than transfer of assets in the ordinary course of business) Any petition for winding up of without the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed Authority’s prior written approval, provided, if the amalgamated entity, reconstructed entity or the Concessionaire transferee as the case may be, has been ordered the financial and technical ability demonstrated to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent satisfaction of the Authority, provided thatto undertake, as part of such amalgamation or reconstruction and perform/discharge the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement, necessary approval shall be granted by the Authority; (g.xi) Abandonment the Concessionaire engaging or knowingly allowing any of its employees, agents, Contractor or representative to engage in any activity prohibited by any Applicable Law or which constitutes a breach of or an offence under any Applicable Law, in the Project by the Concessionairecourse of any activity undertaken pursuant to this Agreement; (h.xii) The the Concessionaire has unlawfully repudiated repudiates this Concession Agreement or has otherwise expressed takes any action or evinces or conveys an intention not to be bound by this Concession Agreement; (i.xiii) The the Concessionaire has suffered an attachment levied on any of its assets which delayed payment, if any, that has caused fallen due under this Concession Agreement beyond the specified period or is likely to cause a Material Adverse Effect on the Project and such attachment has continued for a period exceeding 90 if not so specified beyond sixty (ninety60) days; (xiv) an Event of Bankruptcy is effected for the Concessionaire/Selected Bidder; (xv) any act or omission, on part of the Concessionaire, which does put in jeopardy the Project/Project Hospital safety, quality of upkeep, operations and maintenance, or jeopardizes the Authority and efficiency of the Authority, Independent Consultant, Governing Body in discharging their duties. Such Events of Default may include frequent failures to submit progress reports, getting project related insurances, shortfalls in conduct of required tests, etc; (xvi) such events as have been specified as Concessionaire Events of Default under the provisions of this Concession Agreement; and (xvii) the Concessionaire has failed to fulfill any obligation, for which Termination has been specified in this Concession Agreement. (j.xviii) The Without prejudice to any other rights or remedies which the Authority may have under this Concession Agreement, upon occurrence of a Concessionaire fails Event of Default and after completion of the Remedial Process specified hereunder, the Authority shall be entitled to obtain terminate this Concession Agreement by issuing a Termination Notice to the Concessionaire; provided that before issuing the Termination Notice, the Authority shall by a notice inform the Concessionaire of its intention to issue such Termination Notice and maintain grant 15 (fifteen) days to the Concessionaire to make a valid Performance Bank Guarantee for representation, and may after the requisite amounts expiry of such 15 (fifteen) days, whether or not it is in terms receipt of this Agreementsuch representation, issue the Termination Notice. (xix) Non compliance to the offer made as a part of the Bid by the Concessionaire.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of the Force Majeure Event or one or more of the following reasons:reasons set out in Article 2.4; (a.a) The Concessionaire has failed to collect the Solid Waste from the Designated Bin and transport it adhere to the WtE plant schedule for continuous period completing the construction of 7 ( seven) days or an aggregate period the Plant and such failure is likely to delay achievement of 10 ( ten) days in any Month from any particular areaEffective Date beyond 90 days; (b.) The Concessionaire has failed to process the Solid Waste at the proposed site for a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility; (c.b) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 90 (thirtyninety) days; (d.) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; (e.c) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire; (f.d) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the AuthorityNDMC, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.e) Abandonment of The Concessionaire has abandoned the Project by the ConcessionaireProject; (h.f) The Concessionaire has unlawfully repudiated this Concession Agreement or has otherwise expressed an intention not to be bound by this Concession Agreement; (i.g) The Concessionaire has suffered an attachment levied on any of its assets which has caused or is likely failed to cause a Material Adverse Effect on accept the Project and such attachment has continued waste supplied by NDMC in accordance with schedule herein, for a continuous period exceeding 90 (ninety) daysof Fifteen days for reasons attributed to unplanned Maintenance Shutdown as indicated by the Concessionaire in the O & M requirements to be submitted to NDMC]or an aggregate period of 20 days in any given month. In case of planned shutdown maintenance the operator and the NDMC shall take adequate measure to accommodate the planned shutdown for maintenance, including but not limited to the ongoing delivery of waste. (j.h) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for concessionaire is declared insolvent. (i) Any other breach/ default affecting smooth functioning of the requisite amounts in terms of this Agreementproject.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute an Event of Default by the Concessionaire ("Concessionaire Event of Default") unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1:- (a.i) The Concessionaire has failed to collect achieve Project Milestone and obtain Completion Certificate, within the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.ii) The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee and Annual Lease Rent. iii) The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and such failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Breach of the maintenance schedule of the Processing FacilityAgreement; (c.iv) The Concessionaire has failed to implement the Project in accordance with the provisions of this Agreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Scheduled Completion Date. v) The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; vi) The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii) The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this Agreement and the same has not been remedied for more than 30 (thirty) 120 days; (d.viii) Any representation made or warranty as given by the Concessionaire under this Agreement is found to be false or misleading; (e.ix) A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.x) Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concessioning Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.xi) Abandonment A default has occurred under any of the Financing Documents and any of the lenders to the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii) The Concessionaire has abandoned the Project for the consecutive period of 3 (h.three) months; xiii) The Concessionaire has unlawfully repudiated this Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.xiv) The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.xv) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for has created encumbrance(s) beyond the requisite amounts in terms Concession Period / Term of this AgreementConcession Agreement and in violation of the provisions herein in this regard. xvi) The Punch List items have not been completed within the period set forth in Clause 2.8.1.iv. xvii) The Concessionaire is in breach of the Maintenance Requirements or the Safety Requirements, as the case may be. xviii) A Change in Ownership has occurred in breach of the provisions of Clause 3.6.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any Any of the following events shall constitute con stitute an Event of Default by the Concessionaire ("Concessionaire Event of Default"" ) unless such event has occurred as a result of one or more of the following reasons:reasons set out in Article 5.1.1: - (a.) i. The Concessionaire has failed to collect achieve Project Milestone and obtain Proje ct Milestone Completion Certificate, within the Solid Waste from the Designated Bin and transport it to the WtE plant for continuous time period of 7 ( seven) days or an aggregate period of 10 ( ten) days laid down in any Month from any particular areaArticle 2.8; (b.) ii. The Concessionaire has failed to process pay the Solid Waste at Annual Concession Fee. iii. The Concessionaire has failed to comply with the proposed site for Applicable Laws / Applicable Permits or any Rules and suc h failure has resulted in a continuous period of 3 ( three) days or an aggregate period of 7( seven) days in any Month; This period shall be exclusive Material Breach of the maintenance schedule Agreement; iv. The Concessionaire has failed to implement the Project in accordance with the provisions of the Processing FacilityAgreement and such failure, in the reasonable estimation of Concessioning Authority, is likely to delay achieving Project Construction Completion Date. v. The Concessionaire’s failure to perform or discharge any of its obligations under this Agreement, which has or is likely to have a Material Adverse Effect; (c.) vi. The Concessionaire has failed to make any payments due to Concessioning Authority and more than four weeks have elapsed since such payment became due; vii. The Concessionaire is in Material Breach of any of its obligations under this Agreement in respect of which a specified time period has not been specified in this the Agreement and the same has not been remedied for more than 30 (thirty) days120 d ays; (d.) viii. Any representation made or warranty as given by the Concessionaire under this the Agreement is found to be false or misleading; (e.) ix. A resolution for voluntary winding up has been passed by the shareholders of the Concessionaire for voluntary winding up of the Concessionaire; (f.) x. Any petition for winding up of the Concessionaire has been admitted and liquidator or provisional liquidator has been appointed or the Concessionaire has been ordered to be wound up by Court court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Concessioning Authority, provided that, as part of such amalgamation or reconstruction and the amalgamated or reconstructed entity has unconditionally assumed all surviving obligations of the Concessionaire under this Agreement; (g.) Abandonment xi. A default has occurred under any of the Financing Documents and any of the lenders to the Project by has recalled its Financial Assistance and demanded payment of the Concessionaireamounts outstanding under the Financing Documents or any of them as applicable; xii. The Concessionaire has abandoned the Project for the consecutive period of 3 (h.three) months; xiii. The Concessionaire has unlawfully repudiated this the Agreement or has otherwise expressed an intention not to be bound by this Agreement; (i.) xiv. The Concessionaire has suffered an attachment levied on any of its assets assets, which has caused or is likely to cause a Material Adverse Effect Affect on the Project and such attachment has continued for a period exceeding 90 (ninety) 120 days. (j.) xv. The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms has created encumbrance(s) beyond th e Concession Period / Term of this AgreementConcession Agreement and in violation of the provisions herein in this regard.

Concessionaire Event of Default. In addition to any events specified elsewhere in this Agreement, any of the following Following events shall constitute an Event event of Default default by the Concessionaire ("the “Concessionaire Event of Default"”) unless such event Concessionaire Event of Default has occurred as a result of one theAuthority Event of Default or more of the following reasons:a Force Majeure Event; (a.a) The Concessionaire has failed to collect the Solid Waste achieve any one or more than one of its Conditions Precedents on or before the90 (ninety) days from the Designated Bin and transport it to the WtE plant for continuous period of 7 ( seven) days or an aggregate period of 10 ( ten) days in any Month from any particular areaAppointed Date; (b.b) The Concessionaire has failed fails to process achieve any Project milestone other than Scheduled Project Completion Date within the Solid Waste at the proposed site for period set forth in Schedule F and fails to cure such default within a continuous period of 3 ( three7(seven) days or an aggregate period from the date of 7( seven) days in any Month; This period shall be exclusive of the maintenance schedule of the Processing Facility;its occurrence. (c.c) The Concessionaire is in Material Breach of this Agreement; d) The Concessionaire commits default in complying with any of its obligations under the terms and conditions of this Agreement Agreement, save and except those defaults in respect of which a specified time period Cure Period has not been specified expressly provided in this Agreement and fails to remedy or rectify the same has not been within the period provided in a notice in this behalf from the Authority which shall: i. Require the Concessionaire to remedy the breach or breaches referred to in such notice within 15 (fifteen) days (or such longer period as may be agreed by the the Authority at its absolute discretion); or ii. Permit the Concessionaire to put forward within 7 (seven) days of such notice a reasonable programme for the remedying of the breach or breaches, such programme to specify in reasonable detail the manner in which such breach or breaches is or are proposed to be remedied for more than 30 (thirtyand the latest date by which it is proposed that such breach or all such breaches shall be remedied. e) daysThe Concessionaire creates any Encumbrance, charges or lien in favour of any Person save and except as otherwise expressly permitted; (d.f) Any representation made or warranty given by the Concessionaire under this Agreement is found to be false or misleading; g) The Concessionaire fails to inform Authority about the change in shareholding and the Concessionaire does not suo moto cure such default within 30 (e.thirty) days of its occurrence; h) The transfer, pursuant to law of either (i) the rights and/or obligations of the Concessionaire under any of the Project Agreements, or (ii) all or material part of the assets or undertaking of the Concessionaire except where such transfer in the reasonable opinion of the Authority does not affect the ability of the Concessionaire to perform, and the Concessionaire has the financial and technical capability to perform, its material obligations under the Project Agreements; i) A resolution for voluntary winding up has been is passed by the shareholders of the Concessionaire for the voluntary winding up of the Concessionaire; (f.j) The Concessionaire is adjudged bankrupt or insolvent or if a trustee or receiver is appointed for the Concessionaire or for any of its property that has a material bearing on the Project; k) Any petition for winding up of the Concessionaire has been is admitted and liquidator or provisional liquidator has been appointed by a court of competent jurisdiction or the Concessionaire has been is ordered to be wound up by Court of competent jurisdiction, except for the purpose of amalgamation or reconstruction with the prior consent of the Authority, provided that, as part of such amalgamation or reconstruction reconstruction, the property, assets and undertaking of the Concessionaire are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed all surviving the obligations of the Concessionaire under this AgreementAgreement and the Project Agreements, and provided that: i. the amalgamated or reconstructed entity has the technical capability and operating experience necessary for the performance of its obligations under this Agreement and the Project Agreements; (g.) Abandonment ii. the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Project Agreements and has a credit worthiness at least as good as that of the Concessionaire as at the Financial Close; and iii. each of the Project by the ConcessionaireAgreements remains in full force and effect; (h.l) The Concessionaire has unlawfully repudiated is in Material Breach of any of the Project Agreements; m) The Concessionaire abandons the operations of the Project Facilities in the Service Area for more than 7 (seven) consecutive days without the prior consent of the Authority, provided that the Concessionaire shall be deemed not to have abandoned such operation if such abandonment was (i) as a result of Force MajeureEvent and is only for the period such Force Majeure is continuing, or (ii) is on account of a breach of its obligations by the Authority. n) The Concessionaire repudiates this Agreement or has otherwise expressed evidences an intention not to be bound by this Agreement; (i.o) The Concessionaire has suffered suffers an attachment execution being levied on any of its assets which has caused or is likely to cause assets/ equipment causing a Material Adverse Effect on the Project and such attachment has allows it to be continued for a period exceeding 90 of 15 (ninetyfifteen) days; and p) The Concessionaire has delayed any payment that has fallen due under this Agreement if such delay exceeds 60 (sixty) days. (j.) The Concessionaire fails to obtain and maintain a valid Performance Bank Guarantee for the requisite amounts in terms of this Agreement.