Common use of Substitution of Concessionaire Clause in Contracts

Substitution of Concessionaire. (a) Where the Concessionaire has assigned its Concession rights, and interest in the Project to, and in favour of, the Lenders pursuant to and in accordance with the provisions of this Agreement by way of security in respect of financing by the Lenders under the Financing Documents and pursuant to their rights, the Lenders may be entitled to substitute the Concessionaire by a Selectee in the following events and manner specified. (b) Upon occurrence of a financial default, the Lender may issue a notice to the Concessionaire along with particulars thereof, and send a copy to MC for its information and record. Upon issue of a notice of financial default, the Lenders may, without prejudice to any of their/its rights or remedies under this Agreement or the Financing Documents, substitute the Concessionaire by a Selectee in consultation with MC subject to the following provisions. (c) Upon occurrence of a Concessionaire Event of Default under this Agreement, MC shall by a notice inform the Lenders of such default. i. In the event that the Lender makes a representation to MC within the period specified in the said intimation stating that it intends to substitute the Concessionaire by a Selectee, the Lender shall be entitled to undertake the substitution of the Concessionaire by a Selectee in accordance with the provisions of this Article. In the event that the Lender fails to make such a representation to MC within the period specified, MC shall be entitled to terminate the Agreement in accordance with the provisions of the Agreement. ii. To be eligible for substitution in place of the Concessionaire, the Selectee shall be required to fulfill the eligibility criteria that were laid down in the RFP Document for qualifying Bidders during Bidding Process. Provided that the Lenders may represent to MC that all or any of such criteria may be waived in the interest of the Project, and if MC determines that such waiver shall not have any Material Adverse Effect on the Project, it may waive all or any of such eligibility criteria. iii. The decision of the Lender and MC in selection of the Selectee shall be final and binding on the Concessionaire. The Concessionaire irrevocably waives any right to challenge the actions of the Lender or MC taken pursuant to this Agreement including the transfer/novation of the Agreement, iv. The Concessionaire agrees and confirms that it shall not have any right to seek revaluation of assets comprised in the Project or its shares. It is hereby acknowledged by the Concessionaire that the rights of the Lenders/Lenders’ representative and MC are irrevocable and shall not be contested in any proceedings before any court and the Concessionaire shall have no right or remedy to prevent, obstruct or restrain MC or the Lenders/Lenders’ representative from effecting or causing the transfer by substitution and endorsement of the Project as requested by Lender. For the avoidance of doubt, the Lenders shall not be entitled to operate and maintain the Project. v. In the event that no Selectee acceptable to MC is selected and/ or recommended by the Lender, MC may terminate the Agreement in accordance with this Article

Substitution of Concessionaire. (a) Where the Concessionaire has assigned its Concession rights, and interest in the Project to, and in favour of, the Lenders pursuant to and in accordance with the provisions of this Agreement by way of security in respect of financing by the Lenders under the Financing Documents and pursuant to their rights, the Lenders may be entitled to substitute the Concessionaire by a Selectee in the following events and manner specified. (b) Upon occurrence of a financial default, the Lender may issue a notice to the Concessionaire along with particulars thereof, and send a copy to MC ULB for its information and record. Upon issue of a notice of financial default, the Lenders may, without prejudice to any of their/its rights or remedies under this Agreement or the Financing Documents, substitute the Concessionaire by a Selectee in consultation with MC ULB subject to the following provisions. (c) Upon occurrence of a Concessionaire Event of Default under this Agreement, MC ULB shall by a notice inform the Lenders of such default. i. In the event that the Lender makes a representation to MC ULB within the period specified in the said intimation stating that it intends to substitute the Concessionaire by a Selectee, the Lender shall be entitled to undertake the substitution of the Concessionaire by a Selectee in accordance with the provisions of this Article. In the event that the Lender fails to make such a representation to MC ULB within the period specified, MC ULB shall be entitled to terminate the Agreement in accordance with the provisions of the Agreement. ii. To be eligible for substitution in place of the Concessionaire, the Selectee shall be required to fulfill the eligibility criteria that were laid down in the RFP Document for qualifying Bidders during Bidding Process. Provided that the Lenders may represent to MC ULB that all or any of such criteria may be waived in the interest of the Project, and if MC ULB determines that such waiver shall not have any Material Adverse Effect on the Project, it may waive all or any of such eligibility criteria. iii. The decision of the Lender and MC ULB in selection of the Selectee shall be final and binding on the Concessionaire. The Concessionaire irrevocably waives any right to challenge the actions of the Lender or MC taken pursuant to this Agreement including the transfer/novation of the Agreement, iv. The Concessionaire agrees and confirms that it shall not have any right to seek revaluation of assets comprised in the Project or its shares. It is hereby acknowledged by the Concessionaire that the rights of the Lenders/Lenders’ representative and MC ULB are irrevocable and shall not be contested in any proceedings before any court and the Concessionaire shall have no right or remedy to prevent, obstruct or restrain MC ULB or the Lenders/Lenders’ representative from effecting or causing the transfer by substitution and endorsement of the Project as requested by Lender. For the avoidance of doubt, the Lenders shall not be entitled to operate and maintain the Project. v. In the event that no Selectee acceptable to MC ULB is selected and/ or recommended by the Lender, MC ULB may terminate the Agreement in accordance with this Article