1.1  Definitions

In this Agreement, the following terms shall, unless the context otherwise requires, have the following meanings:

Ancillary Documents has the meaning given in the Project Agreement

Business Day means a day other than a Saturday, Sunday or a bank holiday in England

Event of Service Provider Default has the meaning given in the Services Contract

Funders has the meaning given in the Project Agreement

Funders' Direct Agreement is the agreement of even date herewith between, amongst others, the Service Provider, the Services Contractor and the Senior Funder

Novation Agreement has the meaning given in clause 4.5(b)(ii) [insert clause title]

Novation Effective Date means the date of performance of the obligations set out in clause 4.5(b)

Parent Company Guarantee has the meaning given in the Services Contract

Project Agreement means the Project Agreement of even date herewith between (1) the Authority and (2) the Service Provider

Proposed Novation Date has the meaning given in clause 4.1 (Proposed Substitute)

Proposed Novation Notice has the meaning given in clause 4.1 (Proposed Substitute)

Proposed Step-in Date has the meaning given in clause 3.1 (Step-in Notice)

Proposed Substitute has the meaning given in clause 4.1 (Proposed Substitute)

Security Documents has the meaning given in the Funders' Direct Agreement

Services Contract has the meaning given in the Project Agreement

Step-in Date means the date of issue of the Step-in Undertaking

Step-in Notice has the meaning given in clause 3.1 (Step-in Notice)

Step-in Period means the period commencing on the Step-in Date and ending on the earliest of:

(c)  the date of the first anniversary of the Step-in Date (but subject always to clause 4.7 (Extension of Step-In Period));

(d)  the Step-out Date;

(e)  the Novation Effective Date; and

(f)  termination of the Services Contract under clause 3.3 (Restriction of Right of Termination)

Step-in Undertaking has the meaning given in clause 3.2(d) [insert clause title]

Step-out Date has the meaning given in clause 3.4(a) [insert clause title]

Termination Notice has the meaning given in clause 2.3 (Termination Notice)