Common use of Default Events Clause in Contracts

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 or a breach of the RHP Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's reputation or the Mayor of London's reputation or brings the GLA, the RHP or the Mayor of London into disrepute; and 5.1.15 any of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project or Additional Project on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 and/or

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 or Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 128.5, whether in relation to the Contract Monitoring Outputs or otherwise is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement Schedule 2 (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entiretyremoved; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 14 or a breach of the RHP Minimum Submitted Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's reputation or the Mayor of LondonRSAP's reputation or brings the GLA, the RHP GLA or the Mayor of London RSAP into disrepute; and 5.1.15 a breach of Condition 2.7 or Condition 2.8 or Condition 4; 5.1.16 termination of a Tenancy Support Service Agreement or material amendment to a Tenancy Support Specification during the Minimum Period of Use with respect to any RSAP Dwelling comprised in the Named Project, save where this is replaced by an Alternative Tenancy Support Service Agreement; 5.1.17 any of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 5.1.18 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects;; or 5.1.17 5.1.19 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 5.1.20 the occurrence of a Minimum Period of Use Breach; 5.1.20 5.1.21 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status 5.1.22 there has been restricted such that it does not extend a cessation of Tenancy Support Services in respect of an RSAP Dwelling and no alternative arrangement has been agreed pursuant to the relevant Named ProjectCondition 4.4. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project, Additional Project or Additional Substitute Project on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 5.1.9, and/or

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 3, Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 3, Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or (other than Condition 16 8.5) or a breach of the RHP CASSH Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, DHSC's the RHPCASSH's reputation or the Mayor of London's reputation or brings the GLA, DHSC, the RHP CASSH or the Mayor of London into disrepute; and; 5.1.15 a breach of Condition 4 or a CASSH Project Breach has occurred; 5.1.16 any of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section Section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 5.1.17 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 5.1.18 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 5.1.19 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 5.1.20 a failure to use a CASSH Dwelling for the occurrence of Agreed Purposes (save where the GLA has provided advance written consent or where the GLA has accepted a Use BreachSubstitute Dwelling pursuant to Condition 16.3); 5.1.20 5.1.21 a breach of the Special Conditions; and; 5.1.21 5.1.22 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project, Additional Project or Additional Project Substitute Dwelling on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.85.1.8 , 5.1.9 and/orand/ or

Default Events. 5.1 7.1. The following circumstances events shall constitute a be deemed Default EventEvents: 5.1.1 failure 7.1.1. The Pledgors fails to perform any obligation under the Loan Agreement and supplemental agreement(s); 7.1.2. IQIYI fails to completely perform other obligations on time; 7.1.3. Any representation or warranty made by the Grant Recipient to comply with its obligations Pledgors in Condition 3 Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise Article 5 hereof is materially deficient, misleading or inaccuratewrong, and/or the Pledgors breaches any warranty in Article 5 hereof; 5.1.2 7.1.4. The Pledgors breaches any covenants in Article 6 hereof; 7.1.5. The Pledgors breaches any other provisions hereof; 7.1.6. The Pledgors abandons the Grant Recipient pledged shares, or without written consent of the Pledgee transfers the pledged Shares; 7.1.7. Any loan, security, indemnity, covenant or other repayment liability of the Pledgors to others (1) is requested to be repaid or performed early for any breach; or (2) becomes due but is unable to make be repaid or performed, and thus causes the representations and give Pledgee to believe that the warranties set out in Pledgors’s ability to perform its obligations hereunder has been impaired; 7.1.8. IQIYI fails to repay any general debt or other indebtedness; 7.1.9. This Agreement becomes illegal, or the Pledgors cannot perform any obligation hereunder for any reason other than force majeure; 7.1.10. Any adverse change occurs to any property owned by the Pledgors, which causes the Pledgee to believe that the Pledgors’s ability to perform its obligations hereunder has been impaired; default caused by the breach of this Agreement (by any act or forbearance of the Pledgors. 7.2. If the Pledgors knows or finds that any event set forth in Article 7.1 or any case matter that may cause such event to have occurred, they shall immediately notify the Pledgee in whole or writing. 7.3. Unless the Default Event set forth in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act Article 7.1 has been committed by resolved satisfactory to the Pledgee, the Pledgee may send notice of default to the Pledgors in writing at any time on or on behalf after occurrence of the Grant Recipient (in respect of which Default Event, requesting the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 or a breach of the RHP Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇▇▇ to immediately pay any outstanding amount or other amount payable under the GLA'sLoan Agreement, the RHP's reputation or the Mayor of London's reputation or brings the GLA, the RHP or the Mayor of London into disrepute; and 5.1.15 any dispose of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed Pledge according to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section Article 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Projecthereof. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project or Additional Project on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 and/or

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 3, Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 3, Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or (other than Condition 16 8.5) or a breach of the RHP SHAP Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, DLUHC's, the RHPSHAP's reputation or the Mayor of London's reputation or brings the GLA, DLUHC, the RHP SHAP or the Mayor of London into disrepute; and; 5.1.15 a breach of Condition 4; 5.1.16 termination of or a material amendment to the Tenancy Support SLA during the Minimum Period of Use with respect to any SHAP Dwelling comprised in the Named Project, save where this is replaced by an Alternative Tenancy Support SLA or where the GLA agrees that the relevant Programme Client Group does not require a Tenancy Support SLA to be in place; 5.1.17 any of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section Section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 5.1.18 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 5.1.19 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 5.1.20 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 5.1.21 the occurrence of a Minimum Period of Use Breach which falls within the description set out in: (a) limbs (a) or (b) of the definition of Minimum Period of Use Breach; or (b) limb (c) of the definition of Minimum Period of Use Breach; 5.1.20 5.1.22 a breach of the Special Conditions; and; 5.1.21 5.1.23 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project, Additional Project or Additional Project Substitute Dwelling on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.85.1.8 , 5.1.9 and/orand/ or

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 Condition 8.5 or Condition 12 16 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 1216, whether in relation to the Contract Monitoring Outputs an Officer's Certificate, or otherwise otherwise, is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement Schedule 3 (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project;Firm Scheme 5.1.3 the Grant Recipient is or becomes subject to a direction made by the Secretary of State under Section 15 Direction or a Section 114 Report of the Local Government Act 1999 which has or will would in the opinion of the Agency have a Material Adverse EffectEffect in relation to the Grant Recipient's ability to deliver either the Approved Bid or a Firm Scheme; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations and/or Transparency Obligations; 5.1.6 the GLA Agency determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operatingnot used; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished lost or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entiretyremoved; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA Agency understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 or the Grant Recipient's obligations under Conditions 7.5.4; 5.1.12 a breach of the RHP Minimum Standards in respect any of a Named ProjectConditions 7.1.1, 7.1.2 or 7.5 (other than 7.5.4); 5.1.12 5.1.13 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10Conditions 9.1 and 9.2; or (b) any obligation to pay or repay the Agency any amounts due under this Agreement; 5.1.13 5.1.14 any other breach of the Agreement which has a Material Adverse Effect;Effect in relation to a Firm Scheme; and/or 5.1.14 5.1.15 the Grant Recipient (either by its own actions or omissions, omissions or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's reputation or the Mayor of LondonAgency's reputation or brings the GLA, the RHP Agency or the Mayor of London AHP 2015/18 into disrepute; and 5.1.15 any of the following events disrepute or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed fails to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery terms of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project7.8. 5.2 The Grant Recipient must notify the GLA Agency immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA Agency shall be entitled to reject the submission of any New Named Project Scheme or Substitute Scheme or Additional Project Scheme on OPSIMS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 and/or

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 : failure by the Grant Recipient to comply with its obligations in Condition 3 Condition 8.5 7.4, Condition 9, Condition 15 or Condition 12 16 and/or any information supplied in connection with its obligations in Condition 3 (including that within the Officer’s Certificate), Condition 8.5 7.4, Condition 9, Condition 15 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise 16 is materially deficient, misleading or inaccurate; 5.1.2 ; the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement Schedule 3 (in any case in whole or in part) or is in breach of any representation or warranty set out in such Schedule and there is likely to be a resulting Material Adverse Effect in relation to: (a) : the Approved Bid; or (b) a Named Project; 5.1.3 Firm Scheme; or an Indicative Scheme; an Insolvency Event has occurred in relation to the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 Recipient; a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach ; the Grant Recipient fails to comply with the requirements of the Open Book Obligations; 5.1.6 the GLA Condition 7.8; Homes England determines (acting reasonably) that proper progress against the Grant Recipient's ’s projections in the Approved Bid or a Firm Scheme has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 Bid or such Firm Scheme; the Grant Recipient ceases operating; 5.1.8 ; the Grant Recipient's ’s status as a Registered Provider is lost, relinquished or removed; 5.1.9 ; the Grant Recipient's ’s Investment Partner status is lost or removed in its entirety; 5.1.10 removed; the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA Homes England understands that such a direction or recommendation is likely to be made; 5.1.11 ; a breach of the Grant Recipient’s obligations under Condition 7.1.1(c), Condition 7.5.5 or Condition 17; a breach of Condition 8 7.1.1(a), or Condition 16 7.1.1(b), Condition 7.1.2, Condition 7.2, Condition 7.5 (excluding Condition 7.5.5) or a breach of the RHP Minimum Standards in respect of a Named Project; 5.1.12 Condition 7.9; a failure or inability by the Grant Recipient to comply with: (a) : the requirements of Condition 10Conditions 9.1 to 9.8 (as applicable); or (b) or any obligation to pay or repay Homes England any amounts due under this Agreement; 5.1.13 ; any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 Effect in relation to a Firm Scheme; the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's Homes England’s reputation or that of the Mayor of London's reputation Move On Fund or brings the GLA, the RHP Homes England or the Mayor of London Move On Fund into disrepute; and 5.1.15 any of the Start on Site Date is not attained and following events or circumstances occur: discussions with the Grant Recipient, Homes England (aacting reasonably) considers that a breach of the Estate Regeneration Requirement; (b) Firm Scheme is unlikely to reach Practical Completion by 31 March 2021; and/or the Grant Recipient has failed fails to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected deliver a Firm Scheme by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project. 5.2 31 March 2021. The Grant Recipient must notify the GLA Homes England immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project or Additional Project on OPS. 5.4 . Where the Default Event is: 5.4.1 : an occurrence specified in Conditions Condition 5.1.3, 5.1.4, 5.1.5, 5.1.7, 5.1.8, 5.1.9 and/orand/or 5.1.15, Homes England shall be entitled forthwith and without any liability to the Grant Recipient to terminate the Agreement; an occurrence specified in Conditions 5.1.1, 5.1.2(a), 5.1.6, 5.1.10, 5.1.11 or 5.1.13 Homes England may serve notice on the Grant Recipient requiring the Grant Recipient to remedy the breach or failure and if within a period of thirty (30) Business Days following service of such notice: the breach or failure has not been remedied; where so permitted by Homes England the Grant Recipient has not given an undertaking to remedy the breach on terms satisfactory to Homes England; or if it becomes apparent that the Default Event is incapable of remedy either within such period or at all; Homes England shall be entitled on giving not less than ten (10) Business Days’ notice and without any liability to the Grant Recipient to exercise the termination rights in Condition 5.4; an occurrence specified in Conditions 5.1.2(b), 5.1.12, 5.1.14, 5.1.16, 5.1.17 or Condition 13.6.3(d), Homes England be entitled forthwith and without any liability to the Grant Recipient but without determining the whole of this Agreement terminate the Agreement insofar as it relates to the Firm Scheme to which the relevant occurrence relates. an occurrence specified in Condition 5.1.2(c), Homes England be entitled forthwith and without any liability to the Grant Recipient but without determining the whole of this Agreement terminate the Agreement insofar as it relates to the Indicative Scheme to which the relevant occurrence relates.

Default Events. 5.1 7.1 The following circumstances events shall constitute a be deemed Default EventEvents: 5.1.1 failure 7.1.1 The Pledgor fails to perform any obligation under the entrusted loan arrangement(s) or the supplemental agreement(s); 7.1.2 IQIYI fails to fully pay any Service Fee under the Service Agreement or perform other related obligation; 7.1.3 Any representation or warranty made by the Grant Recipient to comply with its obligations Pledgor in Condition 3 Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise Article 5 hereof is materially deficient, misleading or inaccuratewrong, and/or the Pledgor breaches any warranty in Article 5 hereof; 5.1.2 7.1.4 The Pledgor breaches any covenants in Article 6 hereof; 7.1.5 The Pledgor breaches any other provisions hereof; 7.1.6 The Pledgor abandons the Grant Recipient pledged shares, or without written consent of the Pledgee transfers the pledged Shares; 7.1.7 Any loan, security, indemnity, covenant or other repayment liability of the Pledgor to others (1) is requested to be repaid or performed early for any breach; or (2) becomes due but is unable to make be repaid or performed, and thus causes the representations and give Pledgee to believe that the warranties set out in Pledgor’s ability to perform its obligations hereunder has been impaired; 7.1.8 IQIYI fails to repay any general debt or other indebtedness; 7.1.9 This Agreement becomes illegal, or the Pledgor cannot perform any obligation hereunder for any reason other than force majeure; 7.1.10 Any adverse change occurs to any property owned by the Pledgor, which causes the Pledgee to believe that the Pledgor’s ability to perform its obligations hereunder has been impaired; 7.1.11 IQIYI’s successor or administrator can perform only part of the payment obligation under the Service Agreement or refuses to perform the payment obligation; 7.1.12 Default caused by the breach of this Agreement (by any act or forbearance of the Pledgor. 7.2 If the Pledgor knows or finds that any event set forth in Article 7.1 or any case matter that may cause such event to have occurred, he/she shall immediately notify the Pledgee in whole or writing. 7.3 Unless the Default Event set forth in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act Article 7.1 has been committed by resolved satisfactory to the Pledgee, the Pledgee may send notice of default to the Pledgor in writing at any time on or on behalf after occurrence of the Grant Recipient (in respect of which Default Event, requesting the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 or a breach of the RHP Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇▇▇ to immediately pay any outstanding amount or other payable amount under the GLA's, the RHP's reputation Service Agreement or the Mayor of London's reputation entrusted loan arrangement(s), or brings the GLA, the RHP or the Mayor of London into disrepute; and 5.1.15 any dispose of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed Pledge according to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section Article 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Projecthereof. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project or Additional Project on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 and/or

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 : failure by the Grant Recipient to comply with its obligations in Condition 3 Condition 8.5 7.4, Condition 9, Condition 15 or Condition 12 16 and/or any information supplied in connection with its obligations in Condition 3 (including that within the Officer’s Certificate), Condition 8.5 7.4, Condition 9, Condition 15 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise 16 is materially deficient, misleading or inaccurate; 5.1.2 ; the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement Schedule 3 (in any case in whole or in part) or is in breach of any representation or warranty set out in such Schedule and there is likely to be a resulting Material Adverse Effect in relation to: (a) : the Approved Bid; or (b) a Named Project; 5.1.3 Firm Scheme; or an Indicative Scheme; the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 ; a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach ; the Grant Recipient fails to comply with the requirements of the Open Book Obligations; 5.1.6 the GLA Condition 7.8; Homes England determines (acting reasonably) that proper progress against the Grant Recipient's ’s projections in the Approved Bid or a Firm Scheme has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 Bid or such Firm Scheme; the Grant Recipient ceases operating; 5.1.8 ; the Grant Recipient's ’s status as a Registered Provider is lost, relinquished or removed; 5.1.9 ; the Grant Recipient's ’s Investment Partner status is lost or removed in its entirety; 5.1.10 removed; the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA Homes England understands that such a direction or recommendation is likely to be made; 5.1.11 ; a breach of the Grant Recipient’s obligations under Condition 7.1.1(c), Condition 7.5.5 or Condition 17; a breach of Condition 8 7.1.1(a), or Condition 16 7.1.1(b), Condition 7.1.2, Condition 7.2, Condition 7.5 (excluding Condition 7.5.5) or a breach of the RHP Minimum Standards in respect of a Named Project; 5.1.12 Condition 7.9; a failure or inability by the Grant Recipient to comply with: (a) : the requirements of Condition 10Conditions 9.1 to 9.8 (as applicable); or (b) or any obligation to pay or repay Homes England any amounts due under this Agreement; 5.1.13 ; any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 Effect in relation to a Firm Scheme; the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's Homes England’s reputation or that of the Mayor of London's reputation Move On Fund or brings the GLA, the RHP Homes England or the Mayor of London Move On Fund into disrepute; and 5.1.15 any of the Start on Site Date is not attained and following events or circumstances occur: discussions with the Grant Recipient, Homes England (aacting reasonably) considers that a breach of the Estate Regeneration Requirement; (b) Firm Scheme is unlikely to reach Practical Completion by 31 March 2021; and/or the Grant Recipient has failed fails to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected deliver a Firm Scheme by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project. 5.2 31 March 2021. The Grant Recipient must notify the GLA Homes England immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project or Additional Project on OPS. 5.4 . Where the Default Event is: 5.4.1 : an occurrence specified in Conditions Condition 5.1.3, 5.1.4, 5.1.5, 5.1.7, 5.1.8, 5.1.9 and/orand/or 5.1.15, Homes England shall be entitled forthwith and without any liability to the Grant Recipient to terminate the Agreement; an occurrence specified in Conditions 5.1.1, 5.1.2(a), 5.1.6, 5.1.10, 5.1.11 or 5.1.13 Homes England may serve notice on the Grant Recipient requiring the Grant Recipient to remedy the breach or failure and if within a period of thirty (30) Business Days following service of such notice: the breach or failure has not been remedied; where so permitted by Homes England the Grant Recipient has not given an undertaking to remedy the breach on terms satisfactory to Homes England; or if it becomes apparent that the Default Event is incapable of remedy either within such period or at all; Homes England shall be entitled on giving not less than ten (10) Business Days’ notice and without any liability to the Grant Recipient to exercise the termination rights in Condition 5.4; an occurrence specified in Conditions 5.1.2(b), 5.1.12, 5.1.14, 5.1.16, 5.1.17 or Condition 13.6.3(d), Homes England be entitled forthwith and without any liability to the Grant Recipient but without determining the whole of this Agreement terminate the Agreement insofar as it relates to the Firm Scheme to which the relevant occurrence relates. an occurrence specified in Condition 5.1.2(c), Homes England be entitled forthwith and without any liability to the Grant Recipient but without determining the whole of this Agreement terminate the Agreement insofar as it relates to the Indicative Scheme to which the relevant occurrence relates.

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 Condition 8.5 or Condition 12 16 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 1216, whether in relation to the Contract Monitoring Outputs an Officer's Certificate, or otherwise otherwise, is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement Schedule 3 (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project;Firm Scheme 5.1.3 the Grant Recipient is or becomes subject to a direction made by the Secretary of State under Section 15 Direction or a Section 114 Report of the Local Government Act 1999 which has or will would in the opinion of the Agency have a Material Adverse EffectEffect in relation to the Grant Recipient's ability to deliver either the Approved Bid or a Firm Scheme; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations and/or Transparency Obligations; 5.1.6 the GLA Agency determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operatingnot used; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished lost or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entiretyremoved; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA Agency understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 or the Grant Recipient's obligations under Conditions 7.5.4; 5.1.12 a breach of the RHP Minimum Standards in respect any of a Named ProjectConditions 7.1.1, 7.1.2 or 7.5 (other than 7.5.4); 5.1.12 5.1.13 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10Conditions 9.1 and 9.2; or (b) any obligation to pay or repay the Agency any amounts due under this Agreement; 5.1.13 5.1.14 any other breach of the Agreement which has a Material Adverse Effect;Effect in relation to a Firm Scheme; and/or 5.1.14 5.1.15 the Grant Recipient (either by its own actions or omissions, omissions or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's reputation or the Mayor of LondonAgency's reputation or brings the GLA, the RHP Agency or the Mayor of London AHP 2015/18 into disrepute; and 5.1.15 any of the following events disrepute or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed fails to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery terms of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project7.8. 5.2 The Grant Recipient must notify the GLA Agency immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA Agency shall be entitled to reject the submission of any New Named Project Scheme or Substitute Scheme or Additional Project Scheme on OPSIMS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions Condition 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 and/orand/or 5.1.15 the Agency shall be entitled forthwith and without any liability to the Grant Recipient terminate the Agreement; 5.4.2 an occurrence specified in Condition 5.1.1, 5.1.2(a), 5.1.5, 5.1.6, 5.1.10, 5.1.11 or 5.1.13 the Agency may serve notice on the Grant Recipient requiring the Grant Recipient to remedy the breach or failure and if within a period of thirty (30) Business Days following service of such notice: (a) the breach or failure has not been remedied; (b) where so permitted by the Agency the Grant Recipient has not given an undertaking to remedy the breach on terms satisfactory to the Agency; or (c) if it becomes apparent that the Default Event is incapable of remedy either within such period or at all; the Agency shall be entitled on giving not less than ten (10) Business Days' notice and without any liability to the Grant Recipient to exercise the termination rights in Condition 5.5; 5.4.3 an occurrence specified in Conditions 5.1.2(b), 5.1.12, 5.1.14 or Condition 13.3.3(d), the Agency shall be entitled forthwith and without any liability to the Grant Recipient but without determining the whole of this Agreement terminate the Agreement insofar as it relates to the Firm Scheme to which the relevant occurrence relates. 5.5 Subject to Condition 5.7, where Condition 5.4.2 applies and: 5.5.1 there are no Continuing Firm Schemes, the Agency may terminate this Agreement in its entirety such termination to take effect at the end of the notice period referred to in Condition 5.4.2; 5.5.2 there are Continuing Firm Schemes the Agency may terminate this Agreement in relation to all but the Continuing Firm Schemes such termination to take effect at the end of the notice period referred to in Condition 5.4.2. 5.6 Where the Agency purports to terminate this Agreement in accordance with this Condition 5 and the Grant Recipient disputes its entitlement to do so the provisions of Condition 25 shall apply. 5.7 Condition 5.5.2 shall not apply in the circumstances contemplated in Condition 5.1.10 and in that case the provisions of Condition 5.5.1 shall be deemed to apply in place of those of Condition 5.5.2.

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 3, Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 3, Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 an Insolvency Event has occurred in relation to the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse EffectRecipient; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or (other than Condition 16 8.5) or a breach of the RHP CASSH Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, DHSC the RHPCASSH's reputation or the Mayor of London's reputation or brings the GLA, DHSC, the RHP CASSH or the Mayor of London into disrepute; and; 5.1.15 a breach of Condition 4 or a CASSH Project Breach has occurred; 5.1.16 any of the following events or circumstances occur: (a) a breach of the Estate Regeneration Requirement; (b) the Grant Recipient has failed to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section Section 8 Affordable Housing Capital Funding Guide); (c) having regard to any planning permission obtained for the Site or reports issued to residents affected by the delivery of the Named Project, in the GLA's reasonable opinion, a breach of the Estate Regeneration Requirement is likely to occur; or (d) in the GLA's opinion the Grant Recipient has partitioned the Site in order to avoid the application of the Resident Ballot Requirement; 5.1.16 5.1.17 the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 5.1.18 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 5.1.19 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 5.1.20 a failure to use a CASSH Dwelling for the occurrence of Agreed Purposes (save where the GLA has provided advance written consent or where the GLA has accepted a Use BreachSubstitute Dwelling pursuant to Condition 16.3); 5.1.20 5.1.21 a breach of the Special Conditions; and; 5.1.21 5.1.22 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Project. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project, Additional Project or Additional Project Substitute Dwelling on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.85.1.8 , 5.1.9 and/orand/ or 5.1.14 the GLA shall be entitled forthwith and without any liability to the Grant Recipient terminate the Agreement;

Default Events. 5.1 The following circumstances shall constitute a Default Event: 5.1.1 failure by the Grant Recipient to comply with its obligations in Condition 3 Condition 8.5 or Condition 12 and/or any information supplied in connection with its obligations in Condition 3 Condition 8.5 or Condition 12, whether in relation to the Contract Monitoring Outputs or otherwise is materially deficient, misleading or inaccurate; 5.1.2 the Grant Recipient is unable to make the representations and give the warranties set out in this Agreement (in any case in whole or in part) and there is a resulting Material Adverse Effect in relation to: (a) the Approved Bid; or (b) a Named Project; 5.1.3 the Grant Recipient is subject to a Section 15 Direction or a Section 114 Report which has or will have a Material Adverse Effect; 5.1.4 a Prohibited Act has been committed by or on behalf of the Grant Recipient (in respect of which the Waiver Condition has not been satisfied); 5.1.5 a breach of the Open Book Obligations; 5.1.6 the GLA determines (acting reasonably) that proper progress against the Grant Recipient's projections in the Approved Bid has not been made by the Grant Recipient in delivering the Approved Bid; 5.1.7 the Grant Recipient ceases operating; 5.1.8 the Grant Recipient's status as a Registered Provider is lost, relinquished or removed; 5.1.9 the Grant Recipient's Investment Partner status is lost or removed in its entirety; 5.1.10 the Regulator directs or recommends that grant is not to be paid to the Grant Recipient or the GLA understands that such a direction or recommendation is likely to be made; 5.1.11 a breach of Condition 8 or Condition 16 or a breach of the RHP Minimum Standards in respect of a Named Project; 5.1.12 a failure or inability by the Grant Recipient to comply with: (a) the requirements of Condition 10; or (b) any obligation to pay or repay any amounts due under this Agreement; 5.1.13 any other breach of the Agreement which has a Material Adverse Effect; 5.1.14 the Grant Recipient (either by its own actions or omissions, or those of its contractors or agents) ▇▇▇▇▇ the GLA's, the RHP's reputation or the Mayor of London's reputation or brings the GLA, the RHP or the Mayor of London into disrepute; and 5.1.15 any 8.1 Each of the following events or circumstances occurshall be deemed to be a Defaults Event: 8.1.1 if Party B fails to pay any of the Secured Liabilities by the prescribed time and in the prescribed amount; 8.1.2 if any representation or warranty made by the Pledgors in Article 6 hereof is misleading or false in any material respect and/or the Pledgors violate any of the warranties they make in Article 6 hereof; 8.1.3 if the Pledgors violate any of the undertakings they make in Article 7 hereof; 8.1.4 if the Pledgors violate any of the provisions hereof; 8.1.5 if the Pledgors give up all or any part of the Pledged Collateral or transfer all or any part of the Pledged Collateral without Party A’s written consent (aexcept for the transfer permitted hereunder); 8.1.6 if any external loan, guarantee, indemnity, undertaking or other debt liability the Pledgors have incurred or assumed (i) is required to be paid or performed before it is due as a result of a breach of contract, or (ii) is due but can not be paid or performed, which leads to Party A’s belief that the Estate Regeneration Requirementability of the Pledgors to perform their obligations hereunder has been adversely affected; (b) 8.1.7 if the Grant Recipient has failed Pledgors are unable to comply with the Estate Regeneration Requirement in circumstances where in the GLA's reasonable opinion the Estate Regeneration Requirement ought to have been complied with (having regard to section 8 Affordable Housing Capital Funding Guide)pay any other major liability; (c) having regard 8.1.8 if the promulgation of any relevant law renders this Agreement illegal or the Pledgors unable to continue to perform their obligations hereunder; 8.1.9 if any consent, license, approval or authorization given by the competent government authorities that is necessary to render this Agreement enforceable, legal or valid is revoked, terminated, invalidated or modified in any material respect; 8.1.10 if any adverse change has occurred to any planning permission obtained for the Site or reports issued to residents affected property owned by the delivery Pledgors, which leads to Party A’s belief that the ability of the Named Project, in the GLA's reasonable opinion, a breach Pledgors to perform their obligations hereunder has been adversely affected; 8.1.11 if Party B’s successor or trustee can only perform part of the Estate Regeneration Requirement is likely payment obligations under the Service Agreements or refuses to occurperform such obligations; or (d) 8.1.12 any other default made by the Pledgors by taking or failing to perform any action prescribed in the GLA's opinion other articles hereof. 8.2 If the Grant Recipient Pledgors are informed or have become aware that any event as prescribed in Article 8.1 hereof or any circumstance that may lead to any such event has partitioned occurred, they shall promptly notify Party A thereof in writing. 8.3 Except in the Site case of a settlement satisfactory to Party A, which has been reached with respect to any Default Event as prescribed in order to avoid Article 8.1 hereof, Party A may serve a written Default Notice on the application Pledgors upon occurrence of such event or at any time after occurrence of such event, in which Party A may require that the Pledgors pay immediately all the outstanding liabilities and other payables under the Service Agreements or dispose of the Resident Ballot Requirement; 5.1.16 Pledge Rights in accordance with the facts or circumstances upon which a Compliance Checklist or Exemption Certificate was provided (as applicable) change so that such certificate is no longer correct in all material respects; 5.1.17 an Exemption Certificate expires or is withdrawn by the GLA; 5.1.18 any Drawdown Condition is not satisfied within the relevant timescales required by the GLA (in its absolute discretion); 5.1.19 the occurrence of a Use Breach; 5.1.20 a breach of the Special Conditions; and 5.1.21 the Grant Recipient's Investment Partner status has been restricted such that it does not extend to the relevant Named Projectprovisions hereof. 5.2 The Grant Recipient must notify the GLA immediately in writing on the occurrence of a Default Event. 5.3 Without prejudice to Condition 5.4, in the event of the occurrence of a Default Event and for so long as that Default Event subsists (or another Default Event has occurred and is continuing) the GLA shall be entitled to reject the submission of any New Named Project or Additional Project on OPS. 5.4 Where the Default Event is: 5.4.1 an occurrence specified in Conditions 5.1.3, 5.1.4, 5.1.7, 5.1.8, 5.1.9 and/or