5.1  Rights of Termination

If:

(a)  no Step-in Notice or Proposed Novation Notice is given before a Termination Notice expires or within [fifteen (15)] Business Days after termination of the Project Agreement by the Authority; or

(b)  a Step-in Undertaking is not issued on the Proposed Step-in Date; or

(c)  the Step-in Notice is withdrawn or, pursuant to clause 3.2(g), deemed to have been withdrawn; or

(d)  the Step-in Period ends before the occurrence of the Novation Effective Date; or

(e)  in the absence of a Step-in Undertaking, the Services Contractor withholds its consent to a novation pursuant to a Proposed Novation Notice, in accordance with clause 4.3, and does not subsequently grant consent to a novation in accordance with clause 4.4 on or before the Proposed Novation Date; or

(f)  in the absence of a Step-in Undertaking, the obligations of the Proposed Substitute set out in clause 4.5 are not performed on the Proposed Novation Date; or

(g)  the Services Contractor is entitled to terminate the Services Contract under clause 3.3 or 4.6; or

(h)  the Authority exercises its right to Step-out under clause 3.4(a), then on the Step-out Date,

the Services Contractor shall be entitled to:

(i)  exercise all of its rights under the Services Contract and act upon any and all grounds for termination available to it in relation to the Services Contract whenever occurring; and/or

(j)  pursue any and all claims and exercise any and all rights and remedies against the Service Provider.