6.2 Subject to clause 6.3, if the Secretary of State terminates this Agreement for reasons other than:
6.2.1 that a Special Measure Termination Event occurs;
6.2.2 the Academy no longer has the characteristics set out in clause 12 of the Master Agreement, or is no longer meeting the conditions and requirements set out in clauses 13-34B of the Master Agreement;
6.2.3 under clause 5.24 or 5.25;
6.2.4 that the Academy has ceased (except where such cessation occurs temporarily by reason of an event beyond the reasonable control of the Company) to operate as an Academy within the meaning of Section 1 of the Academies Act 2010;
6.2.5 [this Agreement is terminated under clause [5.33], where failure to enter into the legal agreements and/or to amend this Agreement, the Master Funding Agreement or the Articles of Association is due to the acts or omissions of the Company;]
6.2.6 [under clause [5.34], where the Company has failed to act reasonably;]
6.2.7 that the Company is otherwise in material breach of the provisions of this Agreement or the Master Agreement; or
6.2.8 that the Company is in material breach of the provisions of the [Development and School Agreement][School Agreement] and/or the Principal Agreement
the Secretary of State shall indemnify the Company.