24.1 Where the Company fails to develop the Project Area in accordance with the milestones established in the Approved Business Plan (a Failure to Develop), the Grantor shall provide Notice to the Company of such failure and shall offer the Company a fair opportunity to consult with the Grantor [and the Authority] to resolve the matter.

24.2 Within sixty (60) days following receipt of Notice, the Company shall provide the Grantor [and the Authority] with a plan to cure the Failure to Develop in a timely fashion.

24.3 If at the end of such sixty (60) day period, the Grantor is of the reasonable opinion that the Company cannot or will not cure the Failure to Develop, then the Grantor shall have power to re-enter the undeveloped portions of the Project Area in accordance with the applicable law, and the project area shall thereupon be revised accordingly.

24.4 Section 24.3 shall not apply where the company’s failure to develop the project area is due to:

(a) the fact that all or part of the Project Area is encumbered in such a way as to prevent the Company from meeting the milestones established in the Approved Business Plan;

(b) any act, omission, or default of the Grantor [and/or Authority] and/or;

(c) a Force Majeure Event.

24.5 A Failure to Develop shall not constitute a Material Breach for the purposes of Section 60 and the sole remedy available to the Grantor shall be that provided for in this Section or otherwise under the Applicable Law.

For more information: See generally UNIDROIT & IFAD, 2021, Chapter 4, Part C (Project Development).