Common use of Default Events and Termination Clause in Contracts

Default Events and Termination. 17.1 On the occurrence of a Scheme Default, Homes England shall (subject to Clause 17.2 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 withhold and cancel any further payment of Firm Scheme Grant due to the Grant Recipient in relation to the Firm Scheme; and 17.1.3 reallocate or redirect such part of the Firm Scheme Grant which has not yet been paid to the Grant Recipient to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.2 Where the Scheme Default is of a type described in limb (a), (b) or (d) of the definition of "Scheme Default", Homes England: 17.2.1 must notify the Grant Recipient of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 (Default Events and Termination). 17.3 On the occurrence of a Specified Default, Homes England shall (subject to Clause 17.4 and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 terminate this Agreement in its entirety; 17.3.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.3.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 Homes England's entitlement to exercise the rights set out in Clause 17.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England must serve written notice on the Grant Recipient requiring the Grant Recipient to remedy the Specified Default; 17.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied; (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.

Default Events and Termination. 17.1 ‌ 25.1 On the occurrence of a Scheme Default, Homes England shall (subject to Clause 17.2 25.2 (Default Events and Termination)) be entitled (without any liability to the Grant RecipientRelevant Consortium Member or the Lead Partner) immediately upon serving written notice on the Lead Partner to: 17.1.1 25.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 25.1.2 withhold and cancel any further payment of Capital Firm Scheme Grant or Revenue Grant (as applicable) due to the Grant Recipient Lead Partner in relation to the Firm Scheme; and 17.1.3 25.1.3 reallocate or redirect such part of the Capital Firm Scheme Grant or Revenue Grant (as applicable) which has not yet been paid to the Grant Recipient Lead Partner to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.2 25.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes England: 17.2.1 25.2.1 must notify the Grant Recipient Lead Partner of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 25.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 25.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 25.1 (Default Events and Termination). 17.3 25.3 On the occurrence of a Specified Default, Homes England shall (subject to Clause 17.4 25.4 (Default Events and Termination) and Clause 17.8 25.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient Consortium to: 17.3.1 25.3.1 terminate this Agreement in its entirety; 17.3.2 25.3.2 withhold and cancel any further payment of Allocated Capital Grant or Allocated Revenue Grant due to the Grant Recipient Consortium under this Agreement (other than any payments payable in relation to Continuing Capital Firm Schemes); and 17.3.3 25.3.3 reallocate or redirect such part of the Allocated Capital Grant or Allocated Revenue Grant (which has not yet been paid to the Grant Recipient Lead Partner and which is not payable in relation to Continuing Capital Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 25.4 Homes England's entitlement to exercise the rights set out in Clause 17.3 25.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 25.4.1 Homes England must serve written notice on the Grant Recipient Lead Partner requiring the Grant Recipient Lead Partner to procure the remedy of the Specified Default; 17.4.2 25.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied;; or (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy Lead Partner or (at the Specified Default on terms satisfactory to discretion of Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which Relevant Consortium Member has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.not

Default Events and Termination. 17.1 On the occurrence of a Scheme Default, Homes England shall (subject to Clause 17.2 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 withhold and cancel any further payment of Firm Scheme Grant due to the Grant Recipient in relation to the Firm Scheme; and 17.1.3 reallocate or redirect such part of the Firm Scheme Grant which has not yet been paid to the Grant Recipient to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes England: 17.2.1 must notify the Grant Recipient of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 (Default Events and Termination). 17.3 On the occurrence of a Specified Default, Homes England shall (subject to Clause 17.4 and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 terminate this Agreement in its entirety; 17.3.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.3.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 Homes England's entitlement to exercise the rights set out in Clause 17.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England must serve written notice on the Grant Recipient requiring the Grant Recipient to remedy the Specified Default; 17.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied; (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.Clause

Default Events and Termination. 17.1 24.1 On the occurrence of a Scheme Default, Homes England and/or MHCLG shall (subject to Clause 17.2 24.2 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 24.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 24.1.2 withhold and cancel any further payment of Capital Firm Scheme Grant or Revenue Scheme Grant (as applicable) due to the Grant Recipient in relation to the Firm Scheme; and 17.1.3 24.1.3 reallocate or redirect such part of the Capital Firm Scheme Grant or Revenue Scheme Grant (as applicable) which has not yet been paid to the Grant Recipient to such other person or for such purpose as Homes England or MHCLG in its discretion considers appropriate. 17.2 24.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes EnglandEngland and/or MHCLG: 17.2.1 24.2.1 must notify the Grant Recipient of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 24.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 24.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 24.1 (Default Events and Termination). 17.3 24.3 On the occurrence of a Specified Default, Homes England and/or MHCLG shall (subject to Clause 17.4 24.4 and Clause 17.8 24.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 24.3.1 terminate this Agreement in its entirety; 17.3.2 24.3.2 withhold and cancel any further payment of Allocated Capital Grant or Allocated Revenue Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Capital Firm Schemes); and 17.3.3 24.3.3 reallocate or redirect such part of the Allocated Capital Grant or Allocated Revenue Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Capital Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 Homes England's entitlement to exercise the rights set out in Clause 17.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England must serve written notice on the Grant Recipient requiring the Grant Recipient to remedy the Specified Default; 17.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied; (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.

Default Events and Termination. 17.1 25.1 On the occurrence of a Scheme Default, Homes England shall (subject to Clause 17.2 25.2 (Default Events and Termination)) be entitled (without any liability to the Grant RecipientRelevant Consortium Member or the Lead Partner) immediately upon serving written notice on the Lead Partner to: 17.1.1 25.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 25.1.2 withhold and cancel any further payment of Capital Firm Scheme Grant or Revenue Grant (as applicable) due to the Grant Recipient Lead Partner in relation to the Firm Scheme; and 17.1.3 25.1.3 reallocate or redirect such part of the Capital Firm Scheme Grant or Revenue Grant (as applicable) which has not yet been paid to the Grant Recipient Lead Partner to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.2 25.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes England: 17.2.1 25.2.1 must notify the Grant Recipient Lead Partner of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 25.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 25.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 25.1 (Default Events and Termination). 17.3 25.3 On the occurrence of a Specified Default, Homes England shall (subject to Clause 17.4 25.4 (Default Events and Termination) and Clause 17.8 25.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient Consortium to: 17.3.1 25.3.1 terminate this Agreement in its entirety; 17.3.2 25.3.2 withhold and cancel any further payment of Allocated Capital Grant or Allocated Revenue Grant due to the Grant Recipient Consortium under this Agreement (other than any payments payable in relation to Continuing Capital Firm Schemes); and 17.3.3 25.3.3 reallocate or redirect such part of the Allocated Capital Grant or Allocated Revenue Grant (which has not yet been paid to the Grant Recipient Lead Partner and which is not payable in relation to Continuing Capital Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 25.4 Homes England's entitlement to exercise the rights set out in Clause 17.3 25.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 25.4.1 Homes England must serve written notice on the Grant Recipient Lead Partner requiring the Grant Recipient Lead Partner to procure the remedy of the Specified Default; 17.4.2 25.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied;; or (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy Lead Partner or (at the Specified Default on terms satisfactory to discretion of Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which Relevant Consortium Member has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.not

Default Events and Termination. 17.1 18.1 On the occurrence of a Scheme Default, Homes England the Agency shall (subject to Clause 17.2 Condition 18.2 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 18.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 1 It is assumed that the Consortium will make arrangements for the allocation between Consortium Members of liability for repayment of the Recoverable Amount under its own Consortium arrangements. 18.1.2 withhold and cancel any further payment of Firm Scheme Grant due to the Grant Recipient Lead Partner in relation to the Firm Scheme; and 17.1.3 18.1.3 reallocate or redirect such part of the Firm Scheme Grant (which has not yet been paid to the Grant Recipient Lead Partner) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.2 18.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes Englandthe Agency: 17.2.1 18.2.1 must notify the Grant Recipient Lead Partner of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and; 17.2.2 18.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 Condition 18.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 Condition 18.1 (Default Events and Termination). 17.3 18.3 On the occurrence of a Specified Default, Homes England the Agency shall (subject to Clause 17.4 and Clause 17.8 Condition 18.4 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 18.3.1 terminate this Agreement in its entirety; 17.3.2 18.3.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient Consortium under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.3.3 18.3.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient Lead Partner and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.4 Homes England18.4 The Agency's entitlement to exercise the rights set out in Clause 17.3 Condition 18.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England 18.4.1 The Agency must serve written notice on the Grant Recipient Lead Partner requiring the Grant Recipient Lead Partner to procure the remedy of the Specified Default; 17.4.2 18.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied;; or (b) where so permitted by Homes Englandthe Agency, the Grant Recipient Lead Partner or (at the Agency's discretion) the Relevant Consortium Member has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes Englandthe Agency; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England ; the Agency shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.Condition

Default Events and Termination. 17.1 18.5 On the occurrence of a Scheme Bid Default, Homes England the Agency shall (subject to Clause 17.2 Condition 18.6 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 withhold and cancel any further payment of Firm Scheme Grant due to the Grant Recipient in relation to the Firm Scheme; and 17.1.3 reallocate or redirect such part of the Firm Scheme Grant which has not yet been paid to the Grant Recipient to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.2 Where the Scheme Default is of a type described in limb (a), (b) or (d) of the definition of "Scheme Default", Homes England: 17.2.1 must notify the Grant Recipient of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 (Default Events and Termination). 17.3 On the occurrence of a Specified Default, Homes England shall (subject to Clause 17.4 and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 18.5.1 terminate this Agreement in its entirety; 17.3.2 18.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient Consortium under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.3.3 18.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient Lead Partner and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.4 Homes England18.6 The Agency's entitlement to exercise the rights set out in Clause 17.3 Condition 18.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England must serve written notice on 18.6.1 the Grant Recipient requiring the Grant Recipient to remedy the Specified Default; 17.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied; (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England Agency must notify the Grant Recipient Lead Partner in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 Condition 18.5 (Default Events and Termination); 17.6.2 18.6.2 the parties Lead Partner and the Agency (both acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 Condition 18.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient Consortium Members against its their delivery projections as set out in the Approved Capital Bid; 17.6.3 18.6.3 where adjustments are agreed, the Grant Recipient Lead Partner shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 Condition 18.6.2 (Default Events and Termination) and in that case Homes Englandthe Agency's rights under Clause 17.5 Condition 18.5 (Default Events and Termination) shall lapse in respect of that the Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 Condition 18.6 (Default Events and Termination); and; 17.6.4 18.6.4 if the parties Lead Partner and the Agency are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 Condition 18.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient Lead Partner fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 Condition 18.6.3 (Default Events and Termination), Homes England the Agency shall be entitled immediately and without any liability to the Grant Recipient any Consortium Member to exercise its rights under Clause 17.5 Condition 18.5 (Default Events and Termination). 17.7 18.7 On the occurrence of a Fundamental Default, Homes England the Agency shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 18.7.1 terminate this Agreement in its entirety; 17.7.2 18.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient Consortium under this Agreement; and 17.7.3 18.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant RecipientLead Partner) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.8 18.8 The Agency's right to terminate this Agreement pursuant to Condition 18.7 (Default Events and Termination) shall be suspended for the duration of the Remediation Period. Where Clause 17.3 on or before the expiry of the Remediation Period: 18.8.1 the Fundamental Default related to or was committed or caused by a Consortium Member other than the Lead Partner, the Relevant Consortium Member has been removed from the Consortium; 18.8.2 the Fundamental Default related to or was committed or caused by the Lead Partner and: (a) the Lead Partner has (save where the Fundamental Default relates to the loss or removal of the Lead Partner's Investment Partner status) been removed from the Consortium; and (b) the remaining Consortium Members have agreed with the Agency (acting reasonably (taking account of the requirement that the Replacement Lead Partner must have Investment Partner status)) the identity of the Replacement Lead Partner; and 18.8.3 the Removed Consortium Member has provided to the Agency a Deed of Release duly executed by it and the other Consortium Members together with the Completion Authority; and 18.8.4 either: (a) following information supplied and/or representations made by the Consortium (excluding the Removed Consortium Member) the Agency is satisfied (acting reasonably) that the Consortium is capable of delivering the Approved Bid without the need for a change to it; or (b) any change to the Approved Bid requested by the then Lead Partner as a result of the withdrawal of the Removed Consortium Member does not materially and adversely affect the delivery of the Approved Bid and the Agency has agreed such change in advance in writing. the Agency's right under Condition 18.7 (Default Events and Termination) shall lapse in respect of the particular Fundamental Default which gave rise to the implementation of the Remediation Period. 18.9 Where Condition 18.3 (Default Events and Termination) or Clause 17.5 Condition 18.5 (Default Events and Termination) applies and: 17.8.1 18.9.1 there are no Continuing Firm Schemes, Homes England the Agency may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 Condition 18.3 (Default Events and Termination) or Clause 17.5 Condition 18.5 (Default Events and Termination) (as applicable); andapplicable);‌ 17.8.2 18.9.2 there are Continuing Firm Schemes, Homes England the Agency may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 Condition 18.4 (Default Events and Termination) or Clause 17.6 Condition 18.6 (Default Events and Termination) as applicable. 18.10 Each Consortium Member agrees that the Agency shall not be liable for any costs, claims, expenses, demands or losses suffered or incurred by it as a result of the exercise of the exercise of the Agency's rights under Condition 17 (Repayment of Grant) or Condition 18 (Default Events and Termination)

Default Events and Termination. 17.1 25.1 On the occurrence of a Scheme Default, Homes England and/or MHCLG shall (subject to Clause 17.2 25.2 (Default Events and Termination)) be entitled (without any liability to the Grant RecipientRelevant Consortium Member) immediately upon serving written notice to: 17.1.1 25.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 25.1.2 withhold and cancel any further payment of Capital Firm Scheme Grant or Revenue Scheme Grant (as applicable) due to the Grant Recipient Lead Partner in relation to the Firm Scheme; and 17.1.3 25.1.3 reallocate or redirect such part of the Capital Firm Scheme Grant or Revenue Scheme Grant (as applicable) which has not yet been paid to the Grant Recipient Lead Partner to such other person or for such purpose as Homes England or MHCLG in its discretion considers appropriate. 17.2 25.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes EnglandEngland and/or MHCLG: 17.2.1 25.2.1 must notify the Grant Recipient Lead Partner of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 25.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 25.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 25.1 (Default Events and Termination). 17.3 25.3 On the occurrence of a Specified Default, Homes England and/or MHCLG shall (subject to Clause 17.4 and Clause 17.8 25.4 (Default Events and Termination)) and Clause 25.8 (Default Events and Termination) be entitled and without any liability to the Grant Recipient Consortium to: 17.3.1 25.3.1 terminate this Agreement in its entirety; 17.3.2 25.3.2 withhold and cancel any further payment of Capital Allocated Capital Grant or Allocated Revenue Grant due to the Grant Recipient Consortium under this Agreement (other than any payments payable in relation to Continuing Capital Firm Schemes); and 17.3.3 25.3.3 reallocate or redirect such part of the Allocated Capital Grant or Allocated Revenue Grant (which has not yet been paid to the Grant Recipient Lead Partner and which is not payable in relation to Continuing Capital Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 25.4 Homes EnglandEngland and/or MHCLG's entitlement to exercise the rights set out in Clause 17.3 25.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 25.4.1 Homes England or MHCLG (as applicable) must serve written notice on the Grant Recipient Lead Partner requiring the Grant Recipient Lead Partner to procure the remedy of the Specified Default; 17.4.2 If 25.4.2 if within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied;; or (b) where so permitted by Homes EnglandEngland or MHCLG (as applicable), the Grant Recipient Lead Partner or (at the discretion of Homes England or MHCLG (as applicable) the Relevant Consortium Member has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes EnglandEngland or MHCLG (as applicable); or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England or MHCLG (as applicable) shall be entitled immediately and without any liability to the Grant Recipient Consortium to exercise its rights under Clause 17.3 25.3 (Default Events and Termination). 17.5 25.5 On the occurrence of a Bid Default, Homes England and/or MHCLG shall (subject to Clause 17.6 25.6 (Default Events and Termination) and Clause 17.8 25.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient Consortium to: 17.5.1 25.5.1 terminate this Agreement in its entirety; 17.5.2 25.5.2 withhold and cancel any further payment of Allocated Capital Grant or Allocated Revenue Grant due to the Grant Recipient Consortium under this Agreement (other than any payments payable in relation to Continuing Capital Firm Schemes); and 17.5.3 25.5.3 reallocate or redirect such part of the Allocated Capital Grant or Allocated Revenue Grant (which has not yet been paid to the Grant Recipient Lead Partner and which is not payable in relation to Continuing Capital Firm Schemes) to such other person or for such purpose as Homes England or MHCLG in its discretion considers appropriate. 17.6 25.6 Homes EnglandEngland and/or MHCLG's entitlement to exercise the rights set out in Clause 17.5 25.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 25.6.1 Homes England or MHCLG (as applicable) must notify the Grant Recipient Lead Partner in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 25.5 (Default Events and Termination); 17.6.2 25.6.2 the parties Lead Partner and Homes England (both acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 25.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant or the Approved Revenue Bid and/or the Allocated Revenue Grant to reflect any demonstrable underperformance by the Grant Recipient Consortium Members against its delivery their Delivery projections as set out in the Approved Capital BidBid or the Approved Revenue Bid (as applicable); 17.6.3 25.6.3 where adjustments are agreed, the Grant Recipient Lead Partner shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid or the Approved Revenue Bid (as applicable) as are necessary to reflect the agreement made pursuant to Clause 17.6.2 25.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 25.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 25.6 (Default Events and Termination); and 17.6.4 25.6.4 if the parties Lead Partner and Homes England are unable to agree adjustments to the Approved Capital Bid or the Approved Revenue Bid (as applicable) pursuant to Clause 17.6.2 25.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient Lead Partner fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 25.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient any Consortium Member to exercise its rights under Clause 17.5 25.5 (Default Events and Termination). 17.7 25.7 On the occurrence of a Fundamental Default, Homes England or MHCLG (as applicable) shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient any Consortium Member to: 17.7.1 25.7.1 terminate this Agreement in its entirety; 17.7.2 25.7.2 withhold and cancel any further payment of Allocated Capital Grant or Allocated Revenue Grant due to the Grant Recipient Lead Partner under this Agreement; and 17.7.3 25.7.3 reallocate or redirect such part of the Allocated Capital Grant or Allocated Revenue Grant (which has not yet been paid to the Grant RecipientLead Partner) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 25.8 Homes England's right to terminate this Agreement pursuant to Clause 25.7 (Default Events and Termination) shall be suspended for the duration of the Remediation Period. Where on or before the expiry of the Remediation Period: 25.8.1 the Fundamental Default related to or was committed or caused by a Consortium Member other than the Lead Partner, the Relevant Consortium Member has been removed from the Consortium; 25.8.2 the Fundamental Default related to or was committed or caused by the Lead Partner and: (a) the Lead Partner has (save where the Fundamental Default relates to the loss or removal of the Lead Partner's Investment Partner status) been removed from the Consortium; and (b) the remaining Consortium Members have agreed with Homes England (acting reasonably (taking account of the requirement that the Replacement Lead Partner must have Investment Partner status) the identity of the Replacement Lead Partner; and 25.8.3 the Removed Consortium Member has provided to Homes England a Deed of Release duly executed by it and the other Consortium Members together with the Completion Authority; and 25.8.4 either: (a) following information supplied and/or representations made by the Consortium (excluding the Removed Consortium Member) Homes England is satisfied (acting reasonably) that the Consortium is capable of delivering the Approved Bid without the need for a change to it; or (b) any change to the Approved Bid requested by the then Lead Partner as a result of the withdrawal of the Removed Consortium Member does not materially and adversely affect the delivery of the Approved Bid and Homes England has agreed such change in advance in writing. Homes England's right under Clause 25.7 (Default Events and Termination) shall lapse in respect of the particular Fundamental Default which gave rise to the implementation of the Remediation Period. 25.9 Where Clause 17.3 25.3 (Default Events and Termination) or Clause 17.5 25.5 (Default Events and Termination) applies and: 17.8.1 25.9.1 there are no Continuing Capital Firm Schemes, Homes England or MHCLG (as applicable) may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 25.3 (Default Events and Termination) or Clause 17.5 25.5 (Default Events and Termination) (as applicable); and; 17.8.2 25.9.2 there are Continuing Capital Firm Schemes, Homes England or MHCLG (as applicable) may terminate this Agreement in relation to all but the Continuing Capital Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 25.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.Clause

Default Events and Termination. ‌ 17.1 On the occurrence of a Scheme Default, Homes England shall (subject to Clause 17.2 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 withhold and cancel any further payment of Firm Scheme Grant due to the Grant Recipient in relation to the Firm Scheme; and 17.1.3 reallocate or redirect such part of the Firm Scheme Grant which has not yet been paid to the Grant Recipient to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes England: 17.2.1 must notify the Grant Recipient of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and 17.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 (Default Events and Termination). 17.3 On the occurrence of a Specified Default, Homes England shall (subject to Clause 17.4 and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 terminate this Agreement in its entirety; 17.3.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.3.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.4 Homes England's entitlement to exercise the rights set out in Clause 17.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England must serve written notice on the Grant Recipient requiring the Grant Recipient to remedy the Specified Default; 17.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied; (b) where so permitted by Homes England, the Grant Recipient has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes England; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 (Default Events and Termination). 17.5 On the occurrence of a Bid Default, Homes England shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 terminate this Agreement in its entirety; 17.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.6 Homes England's entitlement to exercise the rights set out in Clause 17.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 (Default Events and Termination); 17.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 (Default Events and Termination) and in that case Homes England's rights under Clause 17.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 (Default Events and Termination); and 17.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 (Default Events and Termination), Homes England shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 (Default Events and Termination). 17.7 On the occurrence of a Fundamental Default, Homes England shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 terminate this Agreement in its entirety; 17.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England in its discretion considers appropriate. 17.8 Where Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) applies and: 17.8.1 there are no Continuing Firm Schemes, Homes England may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 (Default Events and Termination) or Clause 17.5 (Default Events and Termination) (as applicable); and 17.8.2 there are Continuing Firm Schemes, Homes England may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 (Default Events and Termination) or Clause 17.6 (Default Events and Termination) as applicable.

Default Events and Termination. 17.1 18.1 On the occurrence of a Scheme Default, Homes England the Agency shall (subject to Clause 17.2 Condition 18.2 (Default Events and Termination)) be entitled (without any liability to the Grant Recipient) immediately upon serving written notice to: 17.1.1 18.1.1 terminate this Agreement insofar as it relates to the Firm Scheme to which the Scheme Default relates; 17.1.2 18.1.2 withhold and cancel any further payment of Firm Scheme Grant due to the Grant Recipient in relation to the Firm Scheme; and 17.1.3 18.1.3 reallocate or redirect such part of the Firm Scheme Grant (which has not yet been paid to the Grant Recipient Recipient) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.2 18.2 Where the Scheme Default is of a type described in limb (a), (bc) or (de) of the definition of "Scheme Default", Homes Englandthe Agency: 17.2.1 18.2.1 must notify the Grant Recipient of the Scheme Default and of the period within which it (acting reasonably) requires the Scheme Default to be remedied; and; 17.2.2 18.2.2 shall be entitled, if the Scheme Default has not been remedied within the period prescribed pursuant to Clause 17.2.1 Condition 18.2.1 (Default Events and Termination) or it is or becomes apparent that the Scheme Default is incapable of remedy either within such period or at all, to exercise the rights set out in Clause 17.1 Condition 18.1 (Default Events and Termination). 17.3 18.3 On the occurrence of a Specified Default, Homes England the Agency shall (subject to Clause 17.4 and Clause 17.8 Condition 18.4 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.3.1 18.3.1 terminate this Agreement in its entirety; 17.3.2 18.3.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.3.3 18.3.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.4 Homes England18.4 The Agency's entitlement to exercise the rights set out in Clause 17.3 Condition 18.3 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.4.1 Homes England 18.4.1 The Agency must serve written notice on the Grant Recipient requiring the Grant Recipient to remedy the Specified Default; 17.4.2 18.4.2 If within a period of thirty (30) Business Days following service of such notice: (a) the Specified Default has not been remedied;; or (b) where so permitted by Homes Englandthe Agency, the Grant Recipient has not given an undertaking to remedy the Specified Default on terms satisfactory to Homes Englandthe Agency; or (c) it becomes apparent that the Specified Default is incapable of remedy either within such period or at all, Homes England ; the Agency shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.3 Condition 18.3 (Default Events and Termination). 17.5 18.5 On the occurrence of a Bid Default, Homes England the Agency shall (subject to Clause 17.6 (Default Events and Termination) and Clause 17.8 Condition 18.6 (Default Events and Termination)) be entitled and without any liability to the Grant Recipient to: 17.5.1 18.5.1 terminate this Agreement in its entirety; 17.5.2 18.5.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement (other than any payments payable in relation to Continuing Firm Schemes); and 17.5.3 18.5.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient and which is not payable in relation to Continuing Firm Schemes) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.6 Homes England18.6 The Agency's entitlement to exercise the rights set out in Clause 17.5 Condition 18.5 (Default Events and Termination) shall be suspended pending completion of the following procedure within the timescales prescribed below: 17.6.1 Homes England 18.6.1 the Agency must notify the Grant Recipient in writing of its intention to call a Bid Default and to exercise its rights under Clause 17.5 Condition 18.5 (Default Events and Termination); 17.6.2 18.6.2 the parties (acting in good faith) shall meet within ten (10) Business Days of the date of the notice referred to in Clause 17.6.1 Condition 18.6.1 (Default Events and Termination) to seek to agree adjustments to the Approved Capital Bid and/or the Allocated Capital Grant to reflect any demonstrable underperformance by the Grant Recipient against its delivery projections as set out in the Approved Capital Bid; 17.6.3 18.6.3 where adjustments are agreed, the Grant Recipient shall promptly (and in any event within fifteen (15) Business Days of the date of the above meeting) make all such amendments to the information contained in IMS in respect of the Approved Capital Bid as are necessary to reflect the agreement made pursuant to Clause 17.6.2 Condition 18.6.2 (Default Events and Termination) and in that case Homes Englandthe Agency's rights under Clause 17.5 Condition 18.5 (Default Events and Termination) shall lapse in respect of that Bid Default which gave rise to the implementation of the procedure under this Clause 17.6 Condition 18.6 (Default Events and Termination); and; 17.6.4 18.6.4 if the parties are unable to agree adjustments to the Approved Capital Bid pursuant to Clause 17.6.2 Condition 18.6.2 (Default Events and Termination) within fifteen (15) Business Days of the date of the meeting or the Grant Recipient fails correctly to amend the information contained in IMS in accordance with Clause 17.6.3 Condition 18.6.3 (Default Events and Termination), Homes England the Agency shall be entitled immediately and without any liability to the Grant Recipient to exercise its rights under Clause 17.5 Condition 18.5 (Default Events and Termination). 17.7 18.7 On the occurrence of a Fundamental Default, Homes England the Agency shall on the service of written notice be entitled forthwith and without any liability to the Grant Recipient to: 17.7.1 18.7.1 terminate this Agreement in its entirety; 17.7.2 18.7.2 withhold and cancel any further payment of Allocated Capital Grant due to the Grant Recipient under this Agreement; and 17.7.3 18.7.3 reallocate or redirect such part of the Allocated Capital Grant (which has not yet been paid to the Grant Recipient) to such other person or for such purpose as Homes England the Agency in its discretion considers appropriate. 17.8 18.8 Where Clause 17.3 Condition 18.3 (Default Events and Termination) or Clause 17.5 Condition 18.5 (Default Events and Termination) applies and: 17.8.1 18.8.1 there are no Continuing Firm Schemes, Homes England the Agency may terminate this Agreement in its entirety in accordance with the terms of Clause 17.3 Condition 18.3 (Default Events and Termination) or Clause 17.5 Condition 18.5 (Default Events and Termination) (as applicable); and; 17.8.2 18.8.2 there are Continuing Firm Schemes, Homes England the Agency may terminate this Agreement in relation to all but the Continuing Firm Schemes, such termination to take effect in accordance with the timescales specified in Clause 17.4 Condition 18.4 (Default Events and Termination) or Clause 17.6 Condition 18.6 (Default Events and Termination) as applicable.