Common use of Termination due to Event of Default Clause in Contracts

Termination due to Event of Default. (a) Termination for lessee Event of Default (i) Without prejudice to any other right or remedy which EDMC may have in respect thereof under this Agreement, upon the occurrence of a lessee Event of Default, EDMC shall, be entitled to terminate this Agreement in the manner as set out under Clause 9.2 (a) (iii). Provided however that upon the occurrence of a lessee Event of Default as specified under Clause 9.2 (a) (iii), EDMC may terminate this Agreement by issue of termination Notice in the manner set out under Clause 9.2 (c). (ii) If EDMC decides to terminate this Agreement pursuant to preceding clause (i), it shall in the first instance issue Preliminary Notice to the lessee. Within thirty (30) days of receipt of the Preliminary Notice, the lessee shall submit to EDMC in sufficient detail and if applicable the manner in which interalia it proposes to cure the underlying Event of Default (the “lessee’s Proposal to Rectify”). The same shall be reasonably considered by EDMC. In case of non- submission of the lessee’s Proposal to Rectify within the said period of 30 days, EDMC shall be entitled to terminate this Agreement by issuing Termination Notice, and to appropriate the Performance Security, if subsisting. (iii) In case the lessee has made a Proposal to rectify is submitted within the period stipulated therefore, the lessee shall have further period of 30 days to remedy/cure the underlying Event of Default. If, however the lessee fails to remedy/cure the underlying Event of Default within such further period allowed, EDMC shall be entitled to terminate this Agreement, by issue of Termination Notice and to appropriate the Performance Security, if subsisting.

Termination due to Event of Default. (a) 28.1. Termination for lessee Operator’s Event of Default (i) a. Without prejudice to any other right rights or remedy remedies, which EDMC the Authority may have in respect thereof under this Agreement, upon the occurrence of a lessee an Operator Event of Default, EDMC shall, be entitled to terminate this Agreement in the manner as set out under Clause 9.2 (a) (iii). Provided however that upon the occurrence of a lessee Event of Default as specified under Clause 9.2 (a) (iii), EDMC may terminate this Agreement by issue of termination Notice in the manner set out under Clause 9.2 (c). (ii) If EDMC decides to terminate this Agreement pursuant to preceding clause (i), it shall in the first instance issue Preliminary Notice to the lessee. Within thirty (30) days of receipt of the Preliminary Notice, the lessee shall submit to EDMC in sufficient detail and if applicable the manner in which interalia it proposes to cure the underlying Event of Default (the “lessee’s Proposal to Rectify”). The same shall be reasonably considered by EDMC. In case of non- submission of the lessee’s Proposal to Rectify within the said period of 30 days, EDMC Authority shall be entitled to terminate this Agreement by issuing a Termination Notice to the Operator; provided that before issuing the Termination Notice, the Authority shall by a notice inform the Operator of its intention to issue such Termination Notice and grant [15 (fifteen) days] or such other reasonable period as the Authority deems fit at its sole discretion to appropriate the Performance SecurityOperator to remedy the default (“Remedial Period”) and/or make representations, if subsistingand may after the expiry of such Remedial Period on non remedy of breach/default to the satisfaction of the Authority, whether or not it is in receipt of such representation, issue Termination Notice and then terminate the Agreement. (iii) b. In case the lessee has made a Proposal to rectify is submitted within the period stipulated therefore, the lessee shall have further period event of 30 days to remedy/cure the underlying termination for an Operator Event of Default, the Authority shall: i. Be entitled to invoke and retain the Performance Security amount in full; ii. IfTakeover peaceful possession without any Encumbrance of all Contracted Buses, however Bus Depots, Terminals, and/or Parking provided to the lessee fails Operator; and iii. Refund the Upfront Contribution made by the Operator till the date of termination, to remedy/cure the underlying Authority in the table below after deduction of any payment due to the Authority; 1st year of the Contract Period of N year 100% 2nd year of the Contract Period of N year 100%- (100%/N) = X N year of the Contract Period X - (100%/N) = Y 28.2. Termination for Authority’s Event of Default within such further period allowedDefault a. Without prejudice to any other right or remedies which the Operator may have under this Agreement, EDMC upon occurrence of Authority’s Event of Default, the Operator shall be entitled to terminate this AgreementAgreement by issuing a Termination Notice to the Authority; provided that before issuing the Termination Notice, the Operator shall by a notice inform the Authority of its intention to issue of such Termination Notice and grant [15 (fifteen) days or reasonable period to appropriate the Performance SecurityAuthority to remedy the default and/or make representations, and may after the expiry of such Remedial Period on non remedy of breach/default, issue a Termination Notice. b. Upon Termination of this Agreement on account of Authority’s Event of Default, the Authority shall: i. Refund/ release of performance security [if still subsisting.] in full provided there are no outstanding dues off the Authority on the Operator ii. Pay any sum due and payable as the Operation Payment by 57Drafting Note: The calculation has been illustrated as follows with assumption of Contract Period being 9 years;

Termination due to Event of Default. (a) Termination for lessee Concessionaire Event of Default (i1) Without prejudice to any other right or remedy which EDMC may BRBNmay have in respect thereof under this Agreement, upon the occurrence of a lessee Concessionaire Event of Default, EDMC shallBRBNshall, be entitled to terminate this Agreement in the manner as set out under Clause 9.2 (a) (iii). Provided however that upon the occurrence of a lessee Event of Default as specified under Clause 9.2 (a) (iii), EDMC may terminate this Agreement by issue of termination Notice in the manner set out under Clause 9.2 (c). (ii) If EDMC decides to terminate this Agreement pursuant to preceding clause (i), it shall in the first instance issue Preliminary Notice subject to the lessee. Within thirty (30) days of receipt provisions of the Preliminary NoticeSubstitution Agreement, the lessee shall submit to EDMC in sufficient detail and if applicable the manner in which interalia it proposes to cure the underlying Event of Default (the “lessee’s Proposal to Rectify”). The same shall be reasonably considered by EDMC. In case of non- submission of the lessee’s Proposal to Rectify within the said period of 30 days, EDMC shall be entitled to terminate this Agreement by issuing a Termination Notice to the Concessionaire, provided that before issuing the Termination Notice, and BRBNshall by a notice in writing inform the Concessionaire of its intention to appropriate issue the Termination Notice (the "Preliminary Notice"). In case the underlying breach/default is not cured within a period of 60(sixty) days from the date of the Preliminary Notice (the “Cure Period”) BRBNshall be entitled, to terminate this Agreement by issuing the Termination Notice. Provided further, that (a) if the default is not cured within 30(thirty) days of the Preliminary Notice, BRBNshall be entitled to encash the Performance SecuritySecurity with a notice to the Concessionaire (the “Encashment Notice”), (b) if the default is not cured within 30(thirty) days of the Encashment Notice and a fresh Performance Security is not furnished within the same period in accordance with Article 7.2, if subsistingBRBNshall subject to the provisions of the Substitution Agreement be entitled to issue the Termination Notice. (2) The following shall apply in respect of cure of any of the defaults and/or breaches of this Agreement : (i) The Cure Period provided in this Agreement shall not relieve the Concessionaire from liability for damages caused by its breach or default; (ii) The Cure Period shall not in any way be extended by any period of suspension under this Agreement; (iii) In case If the lessee has made a Proposal to rectify is submitted within cure of any breach by the Concessionaire requires any reasonable action by Concessionaire that must be approved by BRBNor the Government Agency hereunder the applicable Cure Period shall be extended by the period stipulated therefore, taken by BRBNor the lessee shall have further period Government Agency to accord the required approval. (3) Upon Termination by BRBNon account of 30 days to remedy/cure the underlying Event occurrence of Default. If, however the lessee fails to remedy/cure the underlying a Concessionaire Event of Default within during the Operations Period, the BRBNshall pay to the Concessionaire by way of Termination Payment an amount equal to 90% of the Debt Due less pending insurance claims, if any. Provided, however, that in the event of such further period allowedinsurance claims or any part thereof are not admitted and paid, EDMC the Concessionaire shall be entitled to terminate this Agreement, by issue receive from BRBNfurther sum equal to 80%(eighty percent) of Termination Notice and to appropriate the Performance Security, if subsistingamount of such claims not admitted.

Termination due to Event of Default. (a) Termination for lessee Event of DefaultTERMINATION FOR CONCESSIONAIRE EVENT OF DEFAULT (i1) Without prejudice to any other right or remedy which EDMC NMMT may have in respect thereof under this Agreement, upon the occurrence of a lessee Concessionaire Event of Default, EDMC NMMT shall, be entitled to terminate this Agreement in the manner as set out under Clause 9.2 (a) (iii). Provided however that upon the occurrence of by issuing a lessee Event of Default as specified under Clause 9.2 (a) (iii), EDMC may terminate this Agreement by issue of termination Notice in the manner set out under Clause 9.2 (c). (ii) If EDMC decides to terminate this Agreement pursuant to preceding clause (i), it shall in the first instance issue Preliminary Termination Notice to the lesseeConcessionaire, provided that before issuing the Termination Notice, NMMT shall by a notice in writing inform the Concessionaire of its intention to issue the Termination Notice(the "Preliminary Notice"). Within thirty (30In case the underlying breach/default is not cured within a period of 60(sixty) days of receipt from the date of the Preliminary Notice, the lessee shall submit to EDMC in sufficient detail and if applicable the manner in which interalia it proposes to cure the underlying Event of Default (the “lessee’s Proposal to Rectify”). The same shall be reasonably considered by EDMC. In case of non- submission of the lessee’s Proposal to Rectify within the said period of 30 days, EDMC Notice(Cure Period) NMMT shall be entitled to terminate this Agreement by issuing the Termination Notice. Provided further, and that (a) if the default is not cured within 30(thirty) days of the Preliminary Notice, NMMT shall be entitled to appropriate encash the Performance SecuritySecurity with a notice to the Concessionaire (Encashment Notice); (b) if the default is not cured within 30(thirty) days of the Encashment Notice and a fresh Performance Security is not furnished within the same period in accordance with Article 3.2, if subsistingNMMT is entitled to issue the Termination Notice. (2) The following shall apply in respect of cure of any of the defaults and/or breaches of this Agreement: (i) The Cure Period provided in this Agreement shall not relieve the Concessionaire from liability for damages caused by its breach or default; (ii) The Cure Period shall not in any way be extended by any period of suspension under this Agreement; (iii) In case If the lessee has made a Proposal to rectify is submitted within cure of any breach by the Concessionaire requires any reasonable action by the Concessionaire that must be approved by NMMT or any Government Agency hereunder the applicable Cure Period shall be extended by the period stipulated therefore, taken by NMMT or the lessee shall have further period of 30 days Government Agency to remedy/cure accord the underlying Event of Default. If, however the lessee fails to remedy/cure the underlying Event of Default within such further period allowed, EDMC shall be entitled to terminate this Agreement, by issue of Termination Notice and to appropriate the Performance Security, if subsistingrequired approval.

Termination due to Event of Default. ‌ 28.2.1 Termination for Concessionaire Event of Default‌ (a) Termination for lessee Event of Default (i) Without prejudice to any other right or remedy which EDMC the Participating ULBs may have in respect thereof under this Agreement, upon the occurrence of a lessee Concessionaire Event of Default, EDMC the Participating ULBs shall, subject to the provisions of the “Substitution Agreement” (if any, with the Lenders, pursuant to which, in case of Default by Concessionaire, Lenders shall be allowed to take charge of Concessionaire's roles and responsibilities under this Agreement), be entitled to terminate this Agreement in the manner as set out under Sub-clause (b) of Clause 9.2 (a) (iii)28.2. 1. Provided however that upon the occurrence of a lessee Concessionaire Event of Default as specified under Clause 9.2 (a) (iiiSub-clause 28.1.2(t), EDMC the Lead ULB may terminate this Agreement by issue of termination Termination Notice in the manner set out under Clause 9.2 (c).28.2.3.‌ (iib) If EDMC decides the Lead ULB decide to terminate this Agreement pursuant to preceding clause Clause (ia), it shall in the first instance issue Preliminary Notice to the lesseeConcessionaire. Within thirty 30 (30thirty) days of receipt of the Preliminary Notice, the lessee Concessionaire shall submit to EDMC the Participating ULBs in sufficient detail and if applicable the manner in which interalia inter-alia it proposes to cure the underlying Event of Default or prevent the Event of Default from reoccurring (the “lessee’s "Concessionaire Proposal to Rectify”"). The same shall be reasonably considered by EDMCthe Participating ULBs. In case of non- non-submission of the lessee’s Concessionaire Proposal to Rectify within the said period of 30 days, EDMC the Lead ULB shall be entitled to terminate this Agreement by issuing Termination Notice, and to appropriate the Performance Security, if subsisting. (iii) . In case the lessee Concessionaire has made a Proposal to rectify is submitted Rectify within the period stipulated therefore, and the lessee same is accepted by the Participating ULBs as reasonable, the Concessionaire shall have further period be allowed a Cure Period of 30 days 60 (sixty) days. If, however the Concessionaire fails to remedy/remedy‌ / cure the underlying Event of Default. If, however Default or the lessee fails to remedy/cure factors causing the underlying Event of Default within such further period allowed, EDMC the Lead ULB shall be entitled to terminate this Agreement, by issue of Termination Notice and to appropriate the Performance Security, if subsisting. For the avoidance of doubt, the Participating ULBs, at its sole discretion, can reject the Concessionaire Proposal to Rectify if it feels that it is not adequate to cure the Event of Default or prevent the Event of Default from reoccurring.

Termination due to Event of Default. (a) Termination for lessee Concessionaire‟s Event of Default (i) Without prejudice to any other right or remedy which EDMC State Govt. may have in respect thereof under this Agreement, Agreement and subject to the existing rights of the Lenders upon the occurrence of a lessee Concessionaire‟s Event of Default, EDMC shall, State Govt. shall be entitled to terminate Terminate this Agreement in the manner as set out under Clause 9.2 (a30.3(a)(ii) (iiiand Clause 30.3(a)(iii). Provided however that upon the occurrence of a lessee Event of Default as specified under Clause 9.2 (a) (iii), EDMC may terminate this Agreement by issue of termination Notice in the manner set out under Clause 9.2 (c)., (ii) If EDMC State Govt. decides to terminate this Agreement pursuant to preceding sub-clause (i), it shall in the first instance issue Preliminary Notice to the lesseeConcessionaire. Within [ thirty (30) ] days of receipt of the Preliminary Notice, the lessee Concessionaire shall submit to EDMC State Govt. in sufficient detail and if applicable detail, the manner in which interalia it proposes to cure the underlying Event of Default (the “lessee"Concessionaire’s Proposal to Rectify”"). The same shall be reasonably considered by EDMC. In case of non- non-submission of the lessee’s Concessionaire‟s Proposal to of Rectify within the said period of 30 days, EDMC . State Govt. shall be entitled to terminate this Agreement by issuing Termination Notice, and to appropriate the Performance Security, if subsisting. (iii) In case If the lessee has made a Concessionaire Proposal to rectify Rectify is submitted within the period stipulated stipulate therefore, the lessee Concessionaire shall have further period of 30 days to remedy/remedy / cure the underlying Event of Default. If, however the lessee Concessionaire fails to remedy/cure the underlying Event of Default within such further period allowed, EDMC allowed State Govt. shall be entitled to terminate this Agreement, Agreement by issue of Termination Notice and to appropriate the Performance SecurityNotice, if subsisting.

Termination due to Event of Default. (a) Termination for lessee licensee Event of Default (i) Without prejudice to any other right or remedy which EDMC may have in respect thereof under this Agreement, upon the occurrence of a lessee licensee Event of Default, EDMC shall, be entitled to terminate this Agreement in the manner as set out under Clause 9.2 (a) (iii). Provided however that upon the occurrence of a lessee licensee Event of Default as specified under Clause 9.2 (a) (iii), EDMC may terminate this Agreement by issue of termination Notice in the manner set out under Clause 9.2 (c). (ii) If EDMC decides to terminate this Agreement pursuant to preceding clause (i), it shall in the first instance issue Preliminary Notice to the lesseelicensee. Within thirty (30) days of receipt of the Preliminary Notice, the lessee licensee shall submit to EDMC in sufficient detail and if applicable the manner in which interalia it proposes to cure the underlying Event of Default (the “lesseelicensee’s Proposal to Rectify”). The same shall be reasonably considered by EDMC. In case of non- submission of the lesseelicensee’s Proposal to Rectify within the said period of 30 days, EDMC shall be entitled to terminate this Agreement by issuing Termination Notice, and to appropriate the and Performance Security, if subsisting. (iii) In case the lessee licensee has made a Proposal to rectify is submitted within the period stipulated therefore, the lessee licensee shall have further period of 30 days to remedy/cure the underlying Event of Default. If, however the lessee licensee fails to remedy/cure the underlying Event of Default. If, however the licensee fails to remedy/cure the underlying Event of Default within such further period allowed, EDMC shall be entitled to terminate this Agreement, by issue of Termination Notice and to appropriate the Performance Security, if subsisting.