Common use of Termination for Aggregator Default Clause in Contracts

Termination for Aggregator Default. 18.2.1 In the event that any of the defaults specified below shall have occurred, and the Aggregator fails to cure such default within a Cure Period of 120 (one hundred and twenty) days or such longer period as has been expressly provided in this Agreement, the Aggregator shall be deemed to be in default of this Agreement (the “Aggregator Default”) unless the default has occurred as a result of any breach of this Agreement by the Supplier or due to Force Majeure. The defaults referred to herein shall include the following: (a) The Aggregator commits a material default in complying with any of the provisions of this Agreement and such default has a Material Adverse Effect on the Supplier; (b) the Aggregator has failed to make any payment to the Supplier, and the Supplier is unable to recover any unpaid amounts through the Letter of Credit, within the period specified in this Agreement; or (c) the Aggregator repudiates this Agreement or otherwise takes any action that amounts to or manifests an irrevocable intention not to be bound by this Agreement. 18.2.2 Without prejudice to any other right or remedy which the Supplier may have under this Agreement, upon occurrence of a Aggregator Default, the Supplier shall be entitled to terminate this Agreement by issuing a Termination Notice to the Aggregator; provided that before issuing the Termination Notice, the Supplier shall by a notice inform the Aggregator of its intention to issue the Termination Notice and grant 15 (fifteen) days to the Aggregator to make a representation, and may after the expiry of such 15 (fifteen) days, whether or not it is in receipt of such representation, issue the Termination Notice.

Termination for Aggregator Default. 18.2.1 In 17.1.1 Subject to Applicable Laws and save as otherwise provided in this Agreement, in the event that any of the defaults specified below shall have occurred, and the Aggregator fails to cure such the default within the Cure Period set forth below, or where no Cure Period is specified, then within a Cure Period of 120 90 (one hundred and twentyninety) days or such longer period as has been expressly provided in this Agreementdays, the Aggregator shall be deemed to be in default of this Agreement (the “Aggregator Default”) ), unless the default has occurred as a result of any breach of this Agreement by the Supplier Utility or due to Force Majeure. The defaults referred to herein shall include the following: (a) The Performance Security has been encashed and appropriated in accordance with Clause 9.2 and the Aggregator commits fails to replenish or provide fresh Performance Security within a material default in complying with any Cure Period of the provisions of this Agreement and such default has a Material Adverse Effect on the Supplier15 (fifteen) days; (b) subsequent to the replenishment or furnishing of fresh Performance Security in accordance with Clause 9.2, the Aggregator fails to meet any Condition Precedent or cure the Aggregator Default, as the case may be, for which whole or part of the Performance Security was appropriated, within a Cure Period of 120 (one hundred and twenty) days; (c) the Aggregator has failed to make any payment to the Supplier, and the Supplier is unable to recover any unpaid amounts through the Letter of Credit, Utility within the period specified in this Agreement; or; (cd) a breach of the Fuel Supply Agreement or any other Power Station Agreements by the Aggregator has caused a Material Adverse Effect; (e) the Aggregator creates any Encumbrance in breach of this Agreement; (f) the Aggregator repudiates this Agreement or otherwise takes any action that amounts to or manifests evidences or conveys an irrevocable intention not to be bound by the Agreement and fails to pay Damages in accordance with the provisions of this Agreement; (g) the Aggregator schedules electricity, produced from Contracted Capacity, for sale to Buyers in breach of this Agreement and fails to pay Damages in accordance with the provisions of Clause 13.1.3; (h) a Change in Ownership has occurred in breach of the provisions of this Agreement; (i) the Aggregator fails to achieve a monthly Availability of 70% (seventy per cent) for a period of 4 (four) consecutive months or for a cumulative period of 4 (four) months within any continuous period of 12 (twelve) months, save and except to the extent of Non-Availability caused by (i) a Force Majeure Event, (ii) an act or omission of the Utility , not occurring due to any default of the Aggregator or (iii) shortage of Fuel occurring for reasons not attributable to the Aggregator; (j) there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Aggregator under any of the Power Station Agreements, or of (ii) all or part of the assets or undertaking of the Aggregator, and such transfer causes a Material Adverse Effect; (k) an execution levied on any of the assets of the Aggregator has caused a Material Adverse Effect; (l) the Aggregator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed for the Aggregator or for the whole or material part of its assets that has a material bearing on the Power Station; (m) the Aggregator has been, or is in the process of being liquidated, dissolved, wound-up, amalgamated or reconstituted in a manner that would cause, in the reasonable opinion of the Utility , a Material Adverse Effect; (n) a resolution for winding up of the Aggregator is passed; (o) any petition for winding up of the Aggregator is admitted by a court of competent jurisdiction and a provisional liquidator or receiver is appointed and such order has not been set aside within 90 (ninety) days of the date thereof or the Aggregator is ordered to be wound up by a court except for the purpose of amalgamation or reconstruction; provided that, as part of such amalgamation or reconstruction, the entire property, assets and undertaking of the Aggregator are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed the obligations of the Aggregator under this Agreement and the Power Station Agreements; and provided that: (i) the amalgamated or reconstructed entity has the capability and operating experience necessary for the performance of its obligations under this Agreement and the Power Station Agreements; (ii) the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Power Station Agreements and has a credit worthiness at least as good as that of the Aggregator as at the Appointed Date; (iii) each of the Power Station Agreements remains in full force and effect; and (iv) such amalgamation or reconstruction is approved by the Commission. 18.2.2 (p) any representation or warranty of the Aggregator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading or the Aggregator is at any time hereafter found to be in breach thereof; (q) the Aggregator submits to the Utility any statement, notice or other document, in written or electronic form, which has a material effect on the Utility ‟s rights, obligations or interests and which is false in material particulars; (r) the Aggregator has failed to fulfil any obligation, for which failure Termination has been specified in this Agreement; (s) the Aggregator issues a Termination Notice in violation of the provisions of this Agreement; or (t) the Aggregator commits a default in complying with any other provision of this Agreement if such default causes or may cause a Material Adverse Effect on the Utility . 17.1.2 Without prejudice to any other right rights or remedy remedies which the Supplier Utility may have under this Agreement, upon occurrence of a Aggregator Default, the Supplier Utility shall be entitled to terminate this Agreement by issuing a Termination Notice to the Aggregator; provided that before issuing the Termination Notice, the Supplier Utility shall by a notice inform the Aggregator of its intention to issue the such Termination Notice and grant 15 (fifteen) days to the Aggregator to make a representation, and may after the expiry of such 15 (fifteen) days, whether or not it is in receipt of such representation, issue the Termination Notice.

Termination for Aggregator Default. 18.2.1 19.2.1 In the event that any of the defaults specified below shall have occurred, and the Aggregator fails to cure such default within a Cure Period of 120 (one hundred and twenty) days or such longer period as has been expressly provided in this Agreement, the Aggregator shall be deemed to be in default of this Agreement (the “Aggregator Default”) unless the default has occurred as a result of any breach of this Agreement by the Supplier or due to Force Majeure. The defaults referred to herein shall include the following: (a) The Aggregator commits a material default in complying with any of the provisions of this Agreement and such default has a Material Adverse Effect on the Supplier; (b) the Aggregator has failed to make any payment to the Supplier, and the Supplier is unable to recover any unpaid amounts through the Letter of Credit, within the period specified in this Agreement; or (c) the Aggregator repudiates this Agreement or otherwise takes any action that amounts to or manifests an irrevocable intention not to be bound by this Agreement. 18.2.2 19.2.2 Without prejudice to any other right or remedy which the Supplier may have under this Agreement, upon occurrence of a Aggregator Default, the Supplier shall be entitled to terminate this Agreement by issuing a Termination Notice to the Aggregator; provided that before issuing the Termination Notice, the Supplier shall by a notice inform the Aggregator of its intention to issue the Termination Notice and grant 15 (fifteen) days to the Aggregator to make a representation, and may after the expiry of such 15 (fifteen) days, whether or not it is in receipt of such representation, issue the Termination Notice.

Termination for Aggregator Default. 18.2.1 In 19.1.1 Subject to Applicable Laws and save as otherwise provided in this Agreement, in the event that any of the defaults specified below shall have occurred, and the Aggregator fails to cure such the default within the Cure Period set forth below, or where no Cure Period is specified, then within a Cure Period of 120 90 (one hundred and twentyninety) days or such longer period as has been expressly provided in this Agreementdays, the Aggregator shall be deemed to be in default of this Agreement (the “Aggregator Default”) ), unless the default has occurred as a result of any breach of this Agreement by the Supplier Utility or due to Force Majeure. The defaults referred to herein shall include the following: (a) The Performance Security has been encashed and appropriated in accordance with Clause 9.2 and the Aggregator commits fails to replenish or provide fresh Performance Security within a material default in complying with any Cure Period of the provisions of this Agreement and such default has a Material Adverse Effect on the Supplier15 (fifteen) days; (b) subsequent to the replenishment or furnishing of fresh Performance Security in accordance with Clause 9.2, the Aggregator fails to meet any Condition Precedent or cure the Aggregator Default, as the case may be, for which whole or part of the Performance Security was appropriated, within a Cure Period of 120 (one hundred and twenty) days; (c) the Aggregator has failed to make any payment to the Supplier, and the Supplier is unable to recover any unpaid amounts through the Letter of Credit, Utility within the period specified in this Agreement; or; (cd) Deleted; (e) the Aggregator creates any Encumbrance in breach of this Agreement; (f) the Aggregator repudiates this Agreement or otherwise takes any action that amounts to or manifests evidences or conveys an irrevocable intention not to be bound by the Agreement and fails to pay Damages in accordance with the provisions of this Agreement.; 18.2.2 Without prejudice (g) omitted; (h) the Aggregator schedules electricity, produced from Contracted Capacity, for sale to Buyers in breach of this Agreement and fails to pay Damages in accordance with the provisions of Clause 14.1.3; (i) a Change in Ownership has occurred in breach of the provisions of Clause 5.3; (j) the Aggregator fails to achieve a monthly Availability of 70% (seventy per cent) for a period of 4 (four) consecutive months or for a cumulative period of 4 (four) months within any continuous period of 12 (twelve) months, save and except to the extent of Non-Availability causedby (i) a Force Majeure Event, (ii) an act or omission of the Utility, not occurring due to any other right default of the Aggregator or remedy which the Supplier may have under this Agreement, upon occurrence (iii) shortage of a Aggregator Default, the Supplier shall be entitled to terminate this Agreement by issuing a Termination Notice Fuel occurring for reasons not attributable to the Aggregator; provided that before issuing the Termination Notice, the Supplier shall by a notice inform the Aggregator of its intention to issue the Termination Notice and grant 15 (fifteen) days to the Aggregator to make a representation, and may after the expiry of such 15 (fifteen) days, whether or not it is in receipt of such representation, issue the Termination Notice.;

Termination for Aggregator Default. 18.2.1 In 17.1.1 Subject to Applicable Laws and save as otherwise provided in this Agreement, in the event that any of the defaults specified below shall have occurred, and the Aggregator fails to cure such the default within the Cure Period set forth below, or where no Cure Period is specified, then within a Cure Period of 120 90 (one hundred and twentyninety) days or such longer period as has been expressly provided in this Agreementdays, the Aggregator shall be deemed to be in default of this Agreement (the “Aggregator Default”) ), unless the default has occurred as a result of any breach of this Agreement by the Supplier Utility or due to Force Majeure. The defaults referred to herein shall include the following: (a) The Performance Security has been encashed and appropriated in accordance with Clause 9.2 and the Aggregator commits fails to replenish or provide fresh Performance Security within a material default in complying with any Cure Period of the provisions of this Agreement and such default has a Material Adverse Effect on the Supplier15 (fifteen) days; (b) subsequent to the replenishment or furnishing of fresh Performance Security in accordance with Clause 9.2, the Aggregator fails to meet any Condition Precedent or cure the Aggregator Default, as the case may be, for which whole or part of the Performance Security was appropriated, within a Cure Period of 120 (one hundred and twenty) days; (c) the Aggregator has failed to make any payment to the Supplier, and the Supplier is unable to recover any unpaid amounts through the Letter of Credit, Utility within the period specified in this Agreement; or; (cd) a breach of the Fuel Supply Agreement or any other Project Agreements by the Aggregator has caused a Material Adverse Effect; (e) the Aggregator Aggregatorccreates any Encumbrance in breach of this Agreement; (f) the Aggregator repudiates this Agreement or otherwise takes any action that amounts to or manifests evidences or conveys an irrevocable intention not to be bound by the Agreement and fails to pay Damages in accordance with the provisions of this Agreement; (g) the Aggregator schedules electricity, produced from Contracted Capacity, for sale to Buyers in breach of this Agreement and fails to pay Damages in accordance with the provisions of Clause 12.1.3; (h) a Change in Ownership has occurred in breach of the provisions of Clause 5.3; (i) the Aggregator fails to achieve a monthly Availability of 70% (seventy per cent) for a period of 4 (four) consecutive months or for a cumulative period of 4 (four) months within any continuous period of 12 (twelve) months, save and except to the extent of Non-Availability caused by (i) a Force Majeure Event, (ii) an act or omission of the Utility , not occurring due to any default of the Aggregator or (iii) shortage of Fuel occurring for reasons not attributable to the Aggregator; (j) there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Aggregator under any of the Project Agreements, or of (ii) all or part of the assets or undertaking of the Aggregator, and such transfer causes a Material Adverse Effect; (k) an execution levied on any of the assets of the Aggregator has caused a Material Adverse Effect; (l) the Aggregator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed for the Aggregator or for the whole or material part of its assets that has a material bearing on the Project; (m) the Aggregator has been, or is in the process of being liquidated, dissolved, wound-up, amalgamated or reconstituted in a manner that would cause, in the reasonable opinion of the Utility , a Material Adverse Effect; (n) a resolution for winding up of the Aggregator is passed; (o) any petition for winding up of the Aggregator is admitted by a court of competent jurisdiction and a provisional liquidator or receiver is appointed and such order has not been set aside within 90 (ninety) days of the date thereof or the Aggregator is ordered to be wound up by a court except for the purpose of amalgamation or reconstruction; provided that, as part of such amalgamation or reconstruction, the entire property, assets and undertaking of the Aggregator” are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed the obligations of the Aggregator under this Agreement and the Project Agreements; and provided that: (i) the amalgamated or reconstructed entity has the capability and operating experience necessary for the performance of its obligations under this Agreement and the Project Agreements; (ii) the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Project Agreements and has a credit worthiness at least as good as that of the Aggregator as at the Appointed Date; (iii) each of the Project Agreements remains in full force and effect; and (iv) such amalgamation or reconstruction is approved by the Commission. 18.2.2 (p) any representation or warranty of the Aggregator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading or the Aggregator is at any time hereafter found to be in breach thereof; (q) the Aggregator submits to the Utility any statement, notice or other document, in written or electronic form, which has a material effect on the Utility ’s rights, obligations or interests and which is false in material particulars; (r) the Aggregator has failed to fulfil any obligation, for which failure Termination has been specified in this Agreement; (s) the Aggregator issues a Termination Notice in violation of the provisions of this Agreement; or (t) the Aggregator commits a default in complying with any other provision of this Agreement if such default causes or may cause a Material Adverse Effect on the Utility . 17.1.2 Without prejudice to any other right rights or remedy remedies which the Supplier Utility may have under this Agreement, upon occurrence of a Aggregator Default, the Supplier Utility shall be entitled to terminate this Agreement by issuing a Termination Notice to the Aggregator; provided that before issuing the Termination Notice, the Supplier Utility shall by a notice inform the Aggregator of its intention to issue the such Termination Notice and grant 15 (fifteen) days to the Aggregator to make a representation, and may after the expiry of such 15 (fifteen) days, whether or not it is in receipt of such representation, issue the Termination Notice.

Termination for Aggregator Default. 18.2.1 In 17.1.1 Subject to Applicable Laws and save as otherwise provided in this Agreement, in the event that any of the defaults specified below shall have occurred, and the Aggregator fails to cure such the default within the Cure Period set forth below, or where no Cure Period is specified, then within a Cure Period of 120 90 (one hundred and twentyninety) days or such longer period as has been expressly provided in this Agreementdays, the Aggregator shall be deemed to be in default of this Agreement (the “Aggregator Default”) ), unless the default has occurred as a result of any breach of this Agreement by the Supplier Utility or due to Force Majeure. The defaults referred to herein shall include the following: (a) The Performance Security has been encashed and appropriated in accordance with Clause 9.2 and the Aggregator commits fails to replenish or provide fresh Performance Security within a material default in complying with any Cure Period of the provisions of this Agreement and such default has a Material Adverse Effect on the Supplier15 (fifteen) days; (b) subsequent to the replenishment or furnishing of fresh Performance Security in accordance with Clause 9.2, the Aggregator fails to meet any Condition Precedent or cure the Aggregator Default, as the case may be, for which whole or part of the Performance Security was appropriated, within a Cure Period of 120 (one hundred and twenty) days; (c) the Aggregator has failed to make any payment to the Supplier, and the Supplier is unable to recover any unpaid amounts through the Letter of Credit, Utility within the period specified in this Agreement; or; (cd) a breach of the Fuel Supply Agreement or any other Power Station Agreements by the Aggregator has caused a Material Adverse Effect; (e) the Aggregator creates any Encumbrance in breach of this Agreement; (f) the Aggregator repudiates this Agreement or otherwise takes any action that amounts to or manifests evidences or conveys an irrevocable intention not to be bound by the Agreement and fails to pay Damages in accordance with the provisions of this Agreement; (g) the Aggregator schedules electricity, produced from Contracted Capacity, for sale to Buyers in breach of this Agreement and fails to pay Damages in accordance with the provisions of Clause 13.1.3; (h) a Change in Ownership has occurred in breach of the provisions of this Agreement; (i) the Aggregator fails to achieve a monthly Availability of 70% (seventy per cent) for a period of 4 (four) consecutive months or for a cumulative period of 4 (four) months within any continuous period of 12 (twelve) months, save and except to the extent of Non-Availability caused by (i) a Force Majeure Event, (ii) an act or omission of the Utility , not occurring due to any default of the Aggregator or (iii) shortage of Fuel occurring for reasons not attributable to the Aggregator; (j) there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Aggregator under any of the Power Station Agreements, or of (ii) all or part of the assets or undertaking of the Aggregator, and such transfer causes a Material Adverse Effect; (k) an execution levied on any of the assets of the Aggregator has caused a Material Adverse Effect; (l) the Aggregator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed for the Aggregator or for the whole or material part of its assets that has a material bearing on the Power Station; (m) the Aggregator has been, or is in the process of being liquidated, dissolved, wound-up, amalgamated or reconstituted in a manner that would cause, in the reasonable opinion of the Utility , a Material Adverse Effect; (n) a resolution for winding up of the Aggregator is passed; (o) any petition for winding up of the Aggregator is admitted by a court of competent jurisdiction and a provisional liquidator or receiver is appointed and such order has not been set aside within 90 (ninety) days of the date thereof or the Aggregator is ordered to be wound up by a court except for the purpose of amalgamation or reconstruction; provided that, as part of such amalgamation or reconstruction, the entire property, assets and undertaking of the Aggregator are transferred to the amalgamated or reconstructed entity and that the amalgamated or reconstructed entity has unconditionally assumed the obligations of the Aggregator under this Agreement and the Power Station Agreements; and provided that: (i) the amalgamated or reconstructed entity has the capability and operating experience necessary for the performance of its obligations under this Agreement and the Power Station Agreements; (ii) the amalgamated or reconstructed entity has the financial standing to perform its obligations under this Agreement and the Power Station Agreements and has a credit worthiness at least as good as that of the Aggregator as at the Appointed Date; (iii) each of the Power Station Agreements remains in full force and effect; and (iv) such amalgamation or reconstruction is approved by the Commission. 18.2.2 (p) any representation or warranty of the Aggregator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading or the Aggregator is at any time hereafter found to be in breach thereof; (q) the Aggregator submits to the Utility any statement, notice or other document, in written or electronic form, which has a material effect on the Utility ’s rights, obligations or interests and which is false in material particulars; (r) the Aggregator has failed to fulfil any obligation, for which failure Termination has been specified in this Agreement; (s) the Aggregator issues a Termination Notice in violation of the provisions of this Agreement; or (t) the Aggregator commits a default in complying with any other provision of this Agreement if such default causes or may cause a Material Adverse Effect on the Utility . 17.1.2 Without prejudice to any other right rights or remedy remedies which the Supplier Utility may have under this Agreement, upon occurrence of a Aggregator Default, the Supplier Utility shall be entitled to terminate this Agreement by issuing a Termination Notice to the Aggregator; provided that before issuing the Termination Notice, the Supplier Utility shall by a notice inform the Aggregator of its intention to issue the such Termination Notice and grant 15 (fifteen) days to the Aggregator to make a representation, and may after the expiry of such 15 (fifteen) days, whether or not it is in receipt of such representation, issue the Termination Notice.