5  REPRESENTATIVE

5.1  Subject to paragraph 5.2 and without prejudice to the Agent's rights under the Security Documents, the Agent may give the Authority a Step-In Notice at any time:

5.1.1  during which a Project Co Event of Default or an Enforcement Event8 is subsisting (whether or not a Termination Notice has been served); or

5.1.2  during the Required Period.

5.2  The Agent shall give the Authority not less than 5 Business Days prior notice of:

5.2.1  its intention to issue a Step-In Notice; and

5.2.2  the identity of the proposed Appointed Representative.

5.3  On the issue of the Step-In Notice, the Appointed Representative shall assume jointly with Project Co the rights of Project Co under the Authority Project Documents and thereafter, until the end of the Step-In Period the Authority shall deal with the Appointed Representative and not Project Co.

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8  If Senior Funders are taking enforcement action, then there is no objection to there being a right of step-in, although in practice funders may not wish to step in if there is no Project Co Event of Default (and therefore no threat of termination of the Design Build Finance and Maintain Agreement).