Common use of NOTICE OF TERMINATION AND EXISTING LIABILITIES Clause in Contracts

NOTICE OF TERMINATION AND EXISTING LIABILITIES. 4.1 HPTE shall not terminate or give notice terminating the Concession Agreement pursuant to Section 50 of the same without giving to the Security Trustee a DA Termination Notice giving at least the Required Period of written notice prior to exercising such right under the Concession Agreement stating: (a) the proposed Termination Date; and (b) the grounds for termination in reasonable detail. 4.2 Not later than the date falling twenty (20) Business Days after the date of a DA Termination Notice or (if earlier) the date falling twenty (20) Business Days after the date on which the Security Trustee informs the HPTE that an FA Event of Default has occurred, HPTE shall give the Security Trustee a notice containing details of any amount owed by the Concessionaire to the HPTE and any other existing liabilities or unperformed obligations under the Concession Agreement of which HPTE is aware (having made reasonable inquiry): (a) at the time of the DA Termination Notice or the notification of an FA Event of Default; and (b) (if relevant) which will fall due on or prior to the end of the Required Period. 4.3 HPTE shall notify the Security Trustee in writing as soon as reasonably practicable of: (a) any change in the amounts, liabilities or obligations referred to in paragraph 4.2; and (b) any further amounts, liabilities or obligations falling due and payable to the HPTE but unpaid or falling due for performance or discharge by the Concessionaire and unperformed or not discharged (as the case may be), in each case, of which HPTE is or becomes aware before the earlier of the Step-In Date and (if relevant) the expiry of the Required Period but after the date of a notice given under paragraph 4.2 and, if such details are provided within the last ten (10) Business Days of the Required Period, then the Required Period shall be extended by ten (10) Business Days.

NOTICE OF TERMINATION AND EXISTING LIABILITIES. 4.1 HPTE (a) The Authority shall not terminate or give notice terminating the Concession Agreement Contract pursuant to Section 50 clause 51 of the same Contract without giving to the Security Trustee a DA Termination Notice giving Agent: (i) at least the Required Period of prior written notice prior to exercising such right under the Concession Agreement stating: (a1) the proposed Termination Date; and (b2) the grounds for termination in reasonable detail., and 4.2 Not (ii) not later than the date falling twenty (20) Business Days 30 days after the date of a DA the Termination Notice or (if earlier) the date falling twenty (20) Business Days after the date on which the Security Trustee informs the HPTE that an FA Event of Default has occurred, HPTE shall give the Security Trustee a notice containing details of any amount owed by the Concessionaire Contractor to the HPTE Authority, and any other existing liabilities or unperformed obligations under the Concession Agreement of which HPTE the Authority is aware (having made reasonable inquiry):enquiry); (a1) at the time of the DA Termination Notice or the notification of an FA Event of Default; and (b) (if relevant2) which will fall due on or prior to the end of the Required PeriodPeriod under the Contract. 4.3 HPTE (b) Not later than the date falling 30 days after the date of any Event of Default Notice, the Authority shall give to the Agent a notice containing details of any amount owed by the Contractor to the Authority, and any other existing liabilities or unperformed obligations of the Contractor of which the Authority is aware at the time of the Event of Default Notice. (c) Following the issue of a Termination Notice or an Event of Default Notice, subject to the terms of the Contract, the Authority shall grant the Agent and its representatives, on reasonable notice and at reasonable times, access to the Assets and any information maintained by the Authority pursuant to the Contract and, to the extent that the Authority is reasonably able to procure the same, to persons engaged in the Project. (d) The Authority shall, during the period following the issue of a Termination Notice or an Event of Default Notice and during any Step-In Period, provide either the Agent or, as the case may be, the Appointed Representative with such additional information as is reasonably requested from time to time in relation to the Authority, the Project, the Contract and the transactions contemplated therein, provided such information is in the Authority's possession or control. (e) The Authority shall notify the Security Trustee in writing Agent as soon as reasonably practicable of: (ai) any change in the amountsamount, liabilities or obligations referred to in paragraph 4.2Clauses 4 (a)(ii) and (b) above; and (bii) any further such amounts, liabilities or obligations falling due and payable to the HPTE but unpaid or suffered by the Authority or falling due for performance or discharge by the Concessionaire and unperformed or not discharged undischarged (as the case may be), in each case, of which HPTE is or the Authority becomes aware before the earlier of the Step-In Date and (if relevant) the expiry of the Required Period but after the date of a notice given under paragraph 4.2 andor, if such details are provided within no Step- In Date has then occurred, the last ten (10) Business Days of the Required Period, then the Required Period shall be extended by ten (10) Business DaysTransfer Date.

NOTICE OF TERMINATION AND EXISTING LIABILITIES. 4.1 HPTE The Authority shall not terminate or give notice terminating the Concession Agreement Contract pursuant to Section 50 Clause 67 of the Contract (Termination for Contractor Default) of the same without giving to the Security Trustee a DA Termination Notice giving Facility Agent: at least the Required Period of prior written notice prior to exercising such right under the Concession Agreement stating: (a) : the proposed Termination Date; and (b) and the grounds for termination in reasonable detail. 4.2 Not , and not later than the date falling twenty (20) Business Days after the date of a DA Termination Notice or (if earlier) the date falling twenty (20) Business Days after the date on which the Security Trustee Facility Agent informs the HPTE Authority that an FA Event of Default has occurred, HPTE shall give the Security Trustee a notice containing details of any amount owed by the Concessionaire Contractor to the HPTE Authority and any other existing liabilities or unperformed obligations under the Concession Agreement of which HPTE the Authority is aware (having made reasonable inquiry): (a) enquiry): at the time of the DA Termination Notice or the notification of an FA Event of Default; and (b) and (if relevant) which will fall due on or prior to the end of the Required Period. 4.3 HPTE ; under the Ancillary Documents. The Authority shall notify the Security Trustee Facility Agent in writing as soon as reasonably practicable of: (a) : any change in the amounts, liabilities or obligations referred to in paragraph 4.23.1.2; and (b) and any further amounts, liabilities or obligations falling due and payable to the HPTE Authority but unpaid or falling due for performance or discharge by the Concessionaire Contractor and unperformed or not discharged (as the case may be), ; in each case, of which HPTE the Authority is or becomes aware before the earlier of the Step-In Date and (if relevant) the expiry of the Required Period but after the date of a notice given under paragraph 4.2 3.1.2 and, if such details are provided within the last ten (10) Business Days of the Required Period, then the Required Period shall be extended by ten (10) Business Days.

NOTICE OF TERMINATION AND EXISTING LIABILITIES. 4.1 HPTE 3.1 The Authority shall not terminate or give notice terminating the Concession Project Agreement pursuant to Section 50 clause 29.3 (Termination on Contractor Default) of the same without giving to the Security Trustee a DA Termination Notice giving Agent at least the Required Period of prior written notice prior to exercising such right under the Concession Agreement stating:stating:- (a) 3.1.1 the proposed Termination Date; and (b) 3.1.2 the grounds for termination in reasonable detail. 4.2 3.2 Not later than the date falling twenty (20) Business Working Days after the date of a DA Termination Notice or and (if earlier) the date falling twenty (20) Business Working Days after the date on which the Security Trustee Agent informs the HPTE Authority that an FA Event of Default has occurred, HPTE the Authority shall give the Security Trustee Agent a notice containing details of any amount owed by the Concessionaire Contractor to the HPTE Authority, and any other existing liabilities or unperformed obligations under the Concession Agreement of which HPTE the Authority is aware (having made reasonable inquiry):enquiry):- (a) 3.2.1 at the time of the DA Termination Notice or the notification of an FA Event of Default; andand/or (b) 3.2.2 (if relevant) which will fall due on or prior to the end of the Required Period, under the Project Documents. 4.3 HPTE 3.3 The Authority shall notify the Security Trustee in writing as soon as reasonably practicable of:of:- (a) 3.3.1 any change in the amounts, amounts of liabilities or obligations referred to in paragraph 4.2clause 3.2 (Notice of Termination and Existing Liabilities); and (b) 3.3.2 any further amounts, liabilities or obligations falling due and payable to the HPTE Authority but unpaid or falling due for performance or discharge by the Concessionaire Contractor and unperformed or not discharged (as the case may be), in each case, of which HPTE the Authority is or becomes aware before the earlier of the Step-In Date and (if relevant) the expiry of the Required Period but after the date of a notice given under paragraph 4.2 clause 3.2 (Notice of Termination and Existing Liabilities) and, if such details are provided within the last ten (10) Business Working Days of the Required Period, then the Required Period shall be extended by ten (10) Business Working Days.

NOTICE OF TERMINATION AND EXISTING LIABILITIES. 4.1 HPTE 3.1 TfL shall not terminate or give notice terminating the Concession Project Agreement pursuant to Section 50 on the grounds of Project Co Default, corrupt gifts and fraud and breach of the same refinancing provisions, without giving to the Security Trustee a DA Termination Notice giving Trustee: (a) at least the relevant Required Period of prior written notice prior to exercising such right under the Concession Agreement stating: (ai) the proposed Termination Date; and (bii) the grounds for termination in reasonable detail.; and 4.2 Not (b) no later than the date falling twenty (20) Business Working Days after the date of a DA Termination Notice or (or, if earlier) , the date falling twenty (20) Business Working Days after the date on which the Security Trustee informs the HPTE TfL that an FA Event of Default has occurred, HPTE shall give the Security Trustee a notice containing details of any amount owed by the Concessionaire Project Co to the HPTE TfL and any other existing liabilities or unperformed obligations under the Concession Agreement of which HPTE TfL is aware (having made reasonable inquiryenquiry): (ai) at the time of the DA Termination Notice or the notification of an FA Event of Default; and (bii) (if relevant) which will fall due on or prior to the end of the relevant Required Period, under the Project Documents. 4.3 HPTE 3.2 TfL shall notify the Security Trustee in writing as soon as reasonably practicable of: (a) any change in the amounts, liabilities or obligations referred to in paragraph 4.2clause 3.1(b); and (b) any further amounts, liabilities or obligations falling due and payable to the HPTE TfL but unpaid or falling due for performance or discharge by the Concessionaire Project Co and unperformed or not discharged (as the case may be), in each case, of which HPTE TfL is or becomes aware before the earlier of the Step-In Date and (if relevant) the expiry of the relevant Required Period but after the date of a notice given under paragraph 4.2 clause 3.1(b) and, if such details are provided within the last ten (10) Business Working Days of the relevant Required Period, then the relevant Required Period shall be extended by ten (10) Business Working Days.