Common use of TERMINATION FOR OPERATOR’S DEFAULT Clause in Contracts

TERMINATION FOR OPERATOR’S DEFAULT. Save as otherwise provided in this Contract, in the event that any of the defaults specified below shall have occurred, and the Operator fails to cure the default within the Cure Period specified, or where no Cure Period is specified within a Cure Period of 60 (sixty) days or any period that Authority may deem fit, the Operator shall be deemed to be in default of this Contract (the “Operator Event of Default”) unless the default has occurred solely as a result of any breach of this Contract by the Authority or due to Force Majeure. The defaults referred to herein shall include the following: a. the Operator abandons or manifests intention to abandon the operation of the Project without the prior written consent of the Authority; b. the Operator is in breach of the O&M Standards; c. the Operator has failed to make payment of Damages and/ or Penalty to the Authority within the period specified in this Contract; d. the Operator creates any Encumbrance in breach of this Contract; e. a breach of any of the Project Agreements by the Operator has caused a Material Adverse Effect; f. the Operator repudiates this Contract or otherwise takes any action or evidences or conveys an intention not to be bound by the Contract; g. a Change in Ownership has occurred in breach of the provisions of Clause 6.3; h. there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Operator under any of the Project Agreements, or of (ii) all or part of the assets or undertaking of the Operator, and such transfer causes a Material Adverse Effect; i. an execution levied on any of the assets of the Operator has caused a Material Adverse Effect; j. the Operator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed to the Operator for whole or material part of its assets that has a material bearing on the Project; k. the Operator 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 Authority, a Material Adverse Effect; l. a resolution for winding up of the Operator is passed or any petition for winding up of the Operator 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 Operator is ordered to be wound up by Court except for the purpose of amalgamation or reconstruction; m. any representation or warranty of the Operator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading; n. the Operator submits to the Authority any statement, notice or other document, in written or electronic form, which has a material effect on the Authority’s rights, obligations or interests and which is false in material particulars; o. the Operator has failed to fulfil any obligation, for which failure Termination has been specified in this Contract; p. the Operator commits a default in complying with any other provision of this Contract if such default causes a Material Adverse Effect on the Authority; or q. the Operator continuously commits breach of any of its Operations and Maintenance related obligations as specified in this Contract. Without prejudice to any other right or remedies which the Authority may have under this Contract, upon occurrence of an Operator Event of Default, the Authority shall be entitled to terminate this Contract 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 to the Operator 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 OPERATOR’S DEFAULT. Save as otherwise provided in this Contract, in the event that any of the defaults specified below shall have occurred, and the Operator fails to cure the default within the Cure Period specified, or where no Cure Period is specified within a Cure Period of 60 (sixty) days or any period that Authority may deem fit, the Operator shall be deemed to be in default of this Contract (the “Operator Event of Default”) unless the default has occurred solely as a result of any breach of this Contract by the Authority or due to Force Majeure. The defaults referred to herein shall include the following: a. the Operator abandons or manifests intention to abandon the operation of the Project without the prior written consent of the Authority; b. the Operator is in breach of the O&M Standards; c. the Operator has failed to make payment of [System Management Fee,]24 and/ or reimbursement of cost towards insurance premiums paid by the Authority and/ or any other payment to the Authority within the period specified in this Contract; the Operator has failed to make payment of Damages and/ or Penalty to the Authority within the period specified in this Contract; d. the Operator creates any Encumbrance in breach commits an Escrow Default and has failed to cure the same within a period of this Contract45 (forty five) days; e. a breach of any of the Project Agreements by the Operator has caused a Material Adverse Effect; f. the Operator creates any Encumbrance in breach of this Contract; g. the Operator repudiates this Contract or otherwise takes any action or evidences or conveys an intention not to be bound by the Contract; g. h. a Change in Ownership has occurred in breach of the provisions of Clause 6.3; h. i. there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Operator under any of the Project Agreements, or of (ii) all or part of the assets or undertaking of the Operator, and such transfer causes a Material Adverse Effect; i. j. an execution levied on any of the assets of the Operator has caused a Material Adverse Effect; j. k. the Operator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed to the Operator for whole or material part of its assets that has a material bearing on the Project; k. l. the Operator 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 Authority, a Material Adverse Effect; l. ; m. a resolution for winding up of the Operator is passed or any petition for winding up of the Operator 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 Operator is ordered to be wound up by Court except for the purpose of amalgamation or reconstruction; m. any representation or warranty of the Operator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading; n. the Operator submits to the Authority any statement, notice or other document, in written or electronic form, which has a material effect on the Authority’s rights, obligations or interests and which is false in material particulars; o. the Operator has failed to fulfil any obligation, for which failure Termination has been specified in this Contract; p. the Operator commits a default in complying with any other provision of this Contract if such default causes a Material Adverse Effect on the Authority; or q. the Operator continuously commits breach of any of its Operations and Maintenance related obligations as specified in this Contract. Without prejudice to any other right or remedies which the Authority may have under this Contract, upon occurrence of an Operator Event of Default, the Authority shall be entitled to terminate this Contract 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 to the Operator 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 OPERATOR’S DEFAULT. Save as otherwise provided in this ContractAgreement, in the event that any of the defaults specified below shall have occurredhappens to occur, and the Operator fails to cure the default within the Cure Period specifiedset forth below in respect of the said default, or and where no Cure Period is specified specified, then within a Cure Period of 60 15 (sixtyfifteen) days or any period that Authority may deem fitdays, the Operator shall be deemed to be in default of this Contract Agreement (the a “Operator Event of Operator’s Default”) ), unless the default has occurred solely as a result of any breach of this Contract Agreement by the Authority Temple office or due to Force MajeureMajeure event. The defaults referred to herein shall include the followinginclude: a. (a) The Performance Security has been partially or fully invoked and appropriated by the Temple office as per the Agreement and the Operator fails to replenish or provide fresh Performance Security within a Cure Period of 15 (fifteen) days; (b) The Operator does not make payment to the Temple office and remains in default for a period of more than 15 (fifteen) days from the due date of payment; (c) The Operator commits any particular/ similar fault for four times, in relation to any matter of the Project Facility, during the currency of the Agreement Period; (d) The Operator abandons or manifests intention to abandon the operation of the Project without the prior written consent of the AuthorityTemple office; b. the Operator is in breach of the O&M Standards; c. the (e) The Operator has failed to make any payment of Damages and/ towards damages to any user or Penalty to the Authority any utility within the period specified in this ContractAgreement; d. the Operator creates any Encumbrance in breach of this Contract; e. a breach of any of the Project Agreements by the Operator has caused a Material Adverse Effect; f. (f) the Operator repudiates this Contract Agreement or otherwise takes any action or evidences or conveys an intention not to be bound by the ContractAgreement or repudiation thereof; g. a (g) Change in Ownership the management and / or control of the Operator Company/ Society/ Partnership which according to the Temple office may have Material Adverse Effect towards the completion or operation of the Project; (h) An Escrow Default has occurred and the Concessionaire fails to cure the default within the Cure Period stated in breach of the provisions of Clause 6.3Escrow Agreement; h. there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Operator under any of the Project Agreements, or of (ii) all or part of the assets or undertaking of the Operator, and such transfer causes a Material Adverse Effect; i. an execution levied on any of the assets of the Operator has caused a Material Adverse Effect; j. the The Operator is adjudged bankrupt or insolventinsolvent and any Insolvency Professional is appointed by the National Company Law Tribunal (“NCLT”), or if a trustee Trustee or receiver Receiver is appointed to for the Operator or for the whole or material part of its assets that has a material bearing on of the ProjectOperator at any time before the Effective Date; k. the (j) The Operator 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 AuthorityTemple office, a Material Adverse Effect; l. a resolution for winding up of the Operator is passed or any petition for winding up of the Operator 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 Operator is ordered to be wound up by Court except for the purpose of amalgamation or reconstruction; m. any representation or warranty of the Operator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading; n. the Operator submits to the Authority any statement, notice or other document, in written or electronic form, which has a material effect on the Authority’s rights, obligations or interests and which is false in material particulars; o. the Operator has failed to fulfil any obligation, for which failure Termination has been specified in this Contract; p. the Operator commits a default in complying with any other provision of this Contract if such default causes a Material Adverse Effect on the Authority; or q. the Operator continuously commits breach of any of its Operations and Maintenance related obligations as specified in this Contract. Without prejudice to any other right or remedies which the Authority may have under this Contract, upon occurrence of an Operator Event of Default, the Authority shall be entitled to terminate this Contract 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 to the Operator 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 OPERATOR’S DEFAULT. Save as otherwise provided in this Contract, in the event that any of the defaults specified below shall have occurred, and the Operator fails to cure the default within the Cure Period specified, or where no Cure Period is specified within a Cure Period of 60 (sixty) days or any period that Authority may deem fit, the Operator shall be deemed to be in default of this Contract (the “Operator Event of Default”) unless the default has occurred solely as a result of any breach of this Contract by the Authority or due to Force Majeure. The defaults referred to herein shall include the following: a. the Operator abandons or manifests intention to abandon the operation of the Project without the prior written consent of the Authority; b. the Operator is in breach of the O&M Standards; c. the Operator has failed to make payment of [System Management Fee,]66and/ or [reimbursement of cost towards insurance premiums paid by the Authority and/ or]67any other payment to the Authority within the period specified in this Contract; the Operator has failed to make payment of Damages and/ or Penalty to the Authority within the period specified in this Contract; d. the Operator creates any Encumbrance in breach commits an Escrow Default and has failed to cure the same within a period of this Contract45 (forty five) days; e. a breach of any of the Project Agreements by the Operator has caused a Material Adverse Effect; f. the Operator creates any Encumbrance in breach of this Contract; g. the Operator repudiates this Contract or otherwise takes any action or evidences or conveys an intention not to be bound by the Contract; g. h. a Change in Ownership has occurred in breach of the provisions of Clause 6.3; h. i. there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Operator under any of the Project Agreements, or of (ii) all or part of the assets or undertaking of the Operator, and such transfer causes a Material Adverse Effect; i. j. an execution levied on any of the assets of the Operator has caused a Material Adverse Effect; j. k. the Operator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed to the Operator for whole or material part of its assets that has a material bearing on the Project; k. l. the Operator 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 Authority, a Material Adverse Effect; l. ; m. a resolution for winding up of the Operator is passed or any petition for winding up of the Operator 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 Operator is ordered to be wound up by Court except for the purpose of amalgamation or reconstruction; m. any representation or warranty ; 66[Drafting Note : Delete this part of the Operator herein contained which isprovision, as of if the date hereof, found to be materially false, incorrect or misleading; n. the Operator submits to the Authority any statement, notice or other document, in written or electronic form, which has a material effect on the Authority’s rights, obligations or interests and which Grant is false in material particulars; o. the Operator has failed to fulfil any obligation, for which failure Termination has been specified in this Contract; p. the Operator commits a default in complying with any other provision of this Contract if such default causes a Material Adverse Effect on the Authority; or q. the Operator continuously commits breach of any of its Operations and Maintenance related obligations as specified in this Contract. Without prejudice to any other right or remedies which the Authority may have under this Contract, upon occurrence of an Operator Event of Default, the Authority shall be entitled to terminate this Contract 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 to the Operator 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.applicable]

TERMINATION FOR OPERATOR’S DEFAULT. 22.1.1 Save as otherwise provided in this Contract, in the event that any of the defaults specified below shall have occurred, and the Operator fails to cure the default within the Cure Period specified, or where no Cure Period is specified within a Cure Period of 60 (sixty) days or any period that Authority may deem fit, the Operator shall be deemed to be in default of this Contract (the “Operator Event of Default”) unless the default has occurred solely as a result of any breach of this Contract by the Authority or due to Force Majeure. The defaults referred to herein shall include the following: a. the Operator abandons or manifests intention to abandon the operation of the Project without the prior written consent of the Authority; b. the Operator is in breach of the O&M Standards; c. the Operator has failed to make payment of [System Management Fee and/ or]68 [reimbursement of cost towards insurance premiums paid by the Authority and/ or]69any other payment to the Authority within the period specified in this Contract; d. the Operator has failed to make payment of Damages and/ or Penalty to the Authority within the period specified in this Contract; d. e. the Operator creates any Encumbrance in breach commits an Escrow Default and has failed to cure the same within a period of this Contract45 (forty five) days; e. f. a breach of any of the Project Agreements by the Operator has caused a Material Adverse Effect; f. g. the Operator creates any Encumbrance in breach of this Contract; h. the Operator repudiates this Contract or otherwise takes any action or evidences or conveys an intention not to be bound by the Contract; g. i. a Change in Ownership has occurred in breach of the provisions of Clause 6.3; h. there is a transfer, pursuant to law either of (i) the rights and/or obligations of the Operator under any of the Project Agreements, or of (ii) all or part of the assets or undertaking of the Operator, and such transfer causes a Material Adverse Effect; i. an execution levied on any of the assets of the Operator has caused a Material Adverse Effect; j. the Operator is adjudged bankrupt or insolvent, or if a trustee or receiver is appointed to the Operator for whole or material part of its assets that has a material bearing on the Project; k. the Operator 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 Authority, a Material Adverse Effect; l. a resolution for winding up of the Operator is passed or any petition for winding up of the Operator 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 Operator is ordered to be wound up by Court except for the purpose of amalgamation or reconstruction; m. any representation or warranty of the Operator herein contained which is, as of the date hereof, found to be materially false, incorrect or misleading; n. the Operator submits to the Authority any statement, notice or other document, in written or electronic form, which has a material effect on the Authority’s rights, obligations or interests and which is false in material particulars; o. the Operator has failed to fulfil any obligation, for which failure Termination has been specified in this Contract; p. the Operator commits a default in complying with any other provision of this Contract if such default causes a Material Adverse Effect on the Authority; or q. the Operator continuously commits breach of any of its Operations and Maintenance related obligations as specified in this Contract. Without prejudice to any other right or remedies which the Authority may have under this Contract, upon occurrence of an Operator Event of Default, the Authority shall be entitled to terminate this Contract 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 to the Operator 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.