Emaar Sukuk Ltd XS0586840588 - London Stock Exchange

c103695pu050 Proof 7: 17.1.11 B/L Revision:(a)(b)(c)(d)(e)(f)(g)default is made by Emaar in the payment of any rental amount under the Lease Agreement,any excercise price under the Purchase Undertaking or the Sale Undertaking, or, if Condition11.4 is specified in the applicable Final Terms as being applicable, any amounts payable underclauses 5.2(l) and 5.3 of the Servicing Agency Agreement as the case may be, and the defaultcontinues for a period of at least 7 days in the case of any payment of excercise price or theamounts payable under the Servicing Agency Agreement or at least 14 days in the case of anypayment of rental amount; orEmaar fails to perform or observe any of its other obligations under the Lease Agreement(other than clause 5.3 of the Master Lease Agreement, as the same may be amended in therelevant Supplemental Lease Agreement), the Purchase Undertaking or the Trust Deed and(except in any case where, in the opinion of the Delegate, the failure is incapable of remedywhen no such continuation or notice as is hereinafter mentioned will be required) the failurecontinues for the period of 30 days next following the service by the Delegate on Emaar ofwritten notice requiring the same to be remedied; orEmaar fails to perform or observe any of its obligations under clause 5.3 of the Master LeaseAgreement, as the same may be amended in the relevant Supplemental Lease Agreement; or(i) any Indebtedness of Emaar or any Material Subsidiary is not paid when due or (as the casemay be) within any originally applicable grace period, (ii) any such Indebtedness becomes dueand payable prior to its stated maturity by reason of default (however described) or (iii) Emaaror any Material Subsidiary fails to pay when due or (as the case may be) within any originallyapplicable grace period any amount payable by it under any Guarantee of any Indebtedness,provided that each such event shall not constitute an Emaar Event unless the aggregate amountof all such Indebtedness, either alone or when aggregated with all other Indebtedness in respectof which such an event shall have occurred and be continuing, shall be more thanU.S.$25,000,000 (or its equivalent in any other currency or currencies); orone or more judgments or orders for the payment of any sum in excess of U.S.$15,000,000 isrendered against Emaar or any Material Subsidiary and continues unsatisfied, unstayed andunappealed for a period of 30 days after the date thereof (or, if appealed, the appeal isunsuccessful and thereafter the judgment continues unsatisfied and unstayed for a period of 30days); orany order is made by any competent court or resolution passed for the winding up ordissolution of Emaar or any Material Subsidiary, save in connection with a PermittedReorganisation; orEmaar or any Material Subsidiary ceases or threatens to cease to carry on all or substantiallyall of its business, save in connection with a Permitted Reorganisation, or Emaar or anyMaterial Subsidiary stops or threatens to stop payment of, or is unable to, or admits itsinability to, pay its debts (or any class of its debts) as they fall due, or is deemed unable to payits debts pursuant to or for the purposes of any applicable law, or is adjudicated or foundbankrupt or insolvent; or(h) (i) any court or other formal proceedings are initiated under any applicable liquidation,insolvency, composition, reorganisation or other similar laws, or an application is made (ordocuments filed with a court) for the appointment of an administrative or other receiver,manager, administrator or other similar official, or an administrative or other receiver, manager,administrator or other similar official is appointed, in each case against or in relation to Emaaror any Material Subsidiary or, as the case may be, in relation to the whole or a substantial partof the undertaking or assets of Emaar, or all or substantially all of the undertaking or assets ofsuch Material Subsidiary; and/or (ii) an encumbrancer takes possession of the whole or asubstantial part of the undertaking or assets of Emaar, or all or substantially all of theundertaking or assets of any Material Subsdiary, or a distress, execution, attachment,sequestration or other process is levied, enforced upon, sued out or put in force against any ofthe same and (iii) any such event as is mentioned in (i) or (ii) above (other than theappointment of an administrator) is not discharged within 30 days; or(i)Emaar or any Material Subsidiary initiates or consents to judicial proceedings relating to itselfunder any applicable liquidation, insolvency, composition, reorganisation or other similar laws(including the obtaining of a moratorium) or makes a conveyance or assignment for the benefitof, or enters into any composition or other arrangement with, its creditors generally (or any137