22.1 For the purposes of this Agreement, each of the following is a Participant Event of Default :
22.1.1 one or more Participants:
(a) committing a material breach of the terms of Clauses 9.1, 9.2 and 9.6, provided that the renewal or extension of a lease of premises currently occupied by a Participant or the taking of a short term lease by a Participant to cover the short term needs of that Participant pending completion of Required Facilities pursuant to a Project Agreement shall not comprise a material breach by that Participant of the provisions of Clauses 9.1, 9.2 and/or 9.6; and/or
(b) failing to perform its obligations under Clause 14.11 (to the extent that such breach is not an event or circumstance falling under the terms of Clause 22.1.2) where such breach of Clause 14.11 has a material adverse effect on hubco or any Project Service Provider;
22.1.2 one or more Participants acting in a manner in breach of this Agreement which shall have delayed by more than forty (40) Business Days the date for execution of any Project Agreement in relation to an Approved Project (as such date was agreed between hubco and the Relevant Participants as part of the Stage 2 Approval for that Approved Project);
22.1.3 an expropriation, sequestration, nationalisation or requisition of any Facilities or a material part of the Facilities or a material part of the assets and/or shares of hubco or its Holding Company or a Project Service Provider by a Participant or any other Relevant Authority;
22.1.4 non-payment by any Participant(s) of amounts due under this Agreement (which are not in dispute) exceeding £100,000 (index linked) sixty (60) Business Days after a written notice is served on all the relevant Participant(s), copied to the other Participants stating the amount due and the date when such amount becomes due,
PROVIDED THAT a rejection of a New Project in accordance with the terms of Clause 13.1 and/or Schedule Part 5 (Approval Process for New Projects) shall not comprise a Participant Event of Default. In the event that a Participant Event of Default under Clause 22.1.3 occurs as a result of the actions of a Relevant Authority other than a Participant, all Participants shall be deemed to be responsible for such Participant Event of Default.
22.2 On the occurrence of a Participant Event of Default or within a reasonable time after hubco becomes aware of the same, and while the same is still subsisting, hubco may, at its option:
22.2.1 suspend performance by it of all or part of its obligations under this Agreement to the Participant(s) responsible for the Participant Event of Default until such time as such Participant(s) have demonstrated to hubco's reasonable satisfaction that they will perform and are capable of performing their obligations under this Agreement; or
22.2.2 serve written notice on Participant(s) responsible for the Participant Event of Default (copied to the other Participants) of the occurrence and (specifying details) of such Participant Event of Default. If the relevant matter or circumstance is capable of remedy (and, for the avoidance of doubt, a delay referred to in Clause 22.1.2 and breach of the provisions of Clause 14.11 shall each be deemed to be capable of remedy) and has not been remedied by the responsible Participant(s) (or otherwise) within thirty (30) Business Days of such notice, or, if it is not capable of remedy, with immediate effect, hubco may:
(a) serve a written notice on each Participant responsible for the Participant Event of Default terminating this Agreement with immediate effect insofar as it relates to such Participant; or
(b) serve a written notice on each Participant responsible for the Participant Event of Default (copied to the other Participants) specifying the effect such Participant Event of Default has had (and continues to have) on hubco (a "Participant Default Notice").
22.3 hubco shall not exercise or purport to exercise any right to terminate this Agreement except as expressly set out herein.
22.4 Where hubco has served a Participant Default Notice and/or terminates this Agreement in accordance with Clause 22.2 in respect of a Participant as a result of a Participant Event of Default, the Participant(s) responsible for the Participant Event of Default shall pay compensation to hubco calculated in accordance with Section 1 (Participant Event of Default Compensation Sum) of Schedule Part 14 (Compensation on Participant Event of Default and Termination).
22.5 Where, as a result of termination in accordance with Clause 22.2 in respect of a Participant Event of Default, hubco has terminated this Agreement in its entirety, the Participant(s) responsible for the Participant Event of Default shall, in addition to liability under Section 1 (Participant Event of Default Compensation Sum) of Schedule Part 14 (Compensation on Participant Event of Default and Termination), pay compensation to hubco calculated in accordance with Section 2 (Participant Event of Default Termination Sum) of Schedule Part 14 (Compensation on Participant Event of Default and Termination).
22.6 Where hubco has validly served a Participant Default Notice more than once in any twelve (12) month period in respect of the same Participant, it shall not be required to provide either the Project Development Partnering Services or any Strategic Support Services to that Participant under this Agreement except on terms which provide, inter alia, for the payment by such Participant of all Partnering Services Costs (other than those which are already being paid via Project Agreements) monthly in arrears.