Common use of Termination on Insolvency and Change of Control Clause in Contracts

Termination on Insolvency and Change of Control. The Authority may terminate this Framework Agreement with immediate effect by notice in writing where the Service Provider is a company and in respect of the Service Provider:- a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' meeting is convened pursuant to section 98 of the Insolvency Xxx 0000; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000; or being a “small company” within the meaning of section 247(3) of the Companies Xxx 0000, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000; or any event similar to those listed in Clause 31.1.1 to Clause 31.1.7 occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 (“change of control”). The Authority may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- being notified that a change of control has occurred; or where no notification has been made, the date that the Authority becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on the performance of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Insolvency and Change of Control. The Authority may terminate this the «F25: Contractor’s interest in the» Framework Agreement with immediate effect by notice in writing where the Service Provider is a company and in respect of the Service Provider:- Contractor: a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 or of any other composition scheme or arrangement with, or assignment assignation for the benefit of, its creditors; or a shareholders' ’ meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' ’ meeting is convened pursuant to section 98 of the Insolvency Xxx 0000; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000; or being a “small company” within the meaning of section 247(3) 382 of the Companies Xxx 0000, a moratorium comes into force pursuant to Schedule schedule A1 of to the Insolvency Xxx 0000; a debt relief order is entered into; or any event similar to those listed in Clause 31.1.1 to Clause 31.1.7 above occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 (“change of control”). The Authority may terminate the Contract «F25: Contractor’s interest in the» Framework Agreement by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- 6 months of: being notified that a change of control Control has occurredoccurred in accordance with clause 30 (Assignation and Change of Control); or where no such notification has been madegiven, the date that the Authority becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on . But the performance Authority may not terminate the «F25: Contractor’s interest in the» Framework Agreement under clause 9.2 where approval of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of controlcontrol has been granted by notice by the Authority.

Termination on Insolvency and Change of Control. The Authority Service Provider shall notify in writing immediately, and the Purchaser may terminate this Framework Agreement the Contract with immediate effect by notice in writing notice, where the Service Provider is a company and in respect of the Service Provider:- Provider: a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 Act 1986 or of any other composition scheme or arrangement with, or assignment assignation for the benefit of, its creditors; or a shareholders' ’ meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' ’ meeting is convened pursuant to section 98 of the Insolvency Xxx 0000Act 1986; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000Act 1986; or being a “small company” within the meaning of section 247(3) 382 of the Companies Xxx 0000Act 2006, a moratorium comes into force pursuant to Schedule schedule A1 of to the Insolvency Xxx 0000Act 1986; a debt relief order is entered into; or any event similar to those listed in Clause 31.1.1 to Clause 31.1.7 above occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 (“change of control”). The Authority Purchaser may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- 6 months of: being notified that a change of control Control has occurredoccurred in accordance with clause 32.2 (Change of Control); or where no such notification has been madegiven, the date that the Authority Purchaser becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on . But the performance Purchaser may not terminate the Contract under clause 58.2 where approval of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control has been granted by notice by the Purchaser. Guidance notes: In line with usual practice, clause 58.1 empowers the SG to terminate the Contract where the Service Provider is insolvent and clause 58.2 empowers the SG to terminate the Contract where it is not content with a change of Control that has taken place. The SG might actually be duty bound to terminate under EU law where there is a change of control. Earlier clause 33 requires the Service Provider to notify changes of Control for approval by the SG in advance of the change. As noted above in relation to clause 33, legal advice should be taken before approving change of Control.

Termination on Insolvency and Change of Control. The Authority may terminate this Framework Agreement with immediate effect by notice in writing where the Service Provider is a company and in respect of the Service Provider:- a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' meeting is convened pursuant to section Section 98 of the Insolvency Xxx 0000; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section Section 123 of the Insolvency Xxx 0000; or being a “"small company” " within the meaning of section 247(3Section 382(3) of the Companies Xxx 0000, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000; or any event similar to those listed in Clause 31.1.1 23.3.1 to Clause 31.1.7 23.3.7 occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 1124 of the Income and Corporation Taxes Xxx 0000 Act 2010 (“change "Change of control”Control"). The Authority may terminate the Contract Framework Agreement by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- being notified that a change Change of control Control has occurred; or where no notification has been made, the date that the Authority becomes aware of the change Change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on the performance of the Services, Control; but it shall not be permitted to terminate where an Approval was granted prior to the Change of Control or where the Change of Control is part of a bona fide reorganisation of Provider’s corporate group and where there is no change of control.in the Provider’s ultimate holding company. Termination by the Authority

Termination on Insolvency and Change of Control. The Authority may terminate this Framework Agreement with immediate effect by notice in writing where the Service Provider is a company and in respect of the Service Provider:- a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 Act 1986 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' meeting is convened pursuant to section 98 of the Insolvency Xxx 0000Act 1986; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000Act 1986; or being a “small company” within the meaning of section 247(3) of the Companies Xxx 0000Act 1985, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000Act 1986; or any event similar to those listed in Clause 31.1.1 13.1.1 to Clause 31.1.7 13.1.7 occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 Act 1988 (“change of control”). The Authority may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months months of:- being notified that a change of control has occurred; or where no notification has been made, the date that the Authority becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on the performance of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Insolvency and Change of Control. The Authority Contractor shall notify in writing immediately, and the Purchaser may terminate this Framework Agreement the Contract with immediate effect by notice in writing notice, where the Service Provider is a company and in respect of the Service Provider:- Contractor: a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 Act 1986 or of any other composition scheme or arrangement with, or assignment assignation for the benefit of, its creditors; or a shareholders' ’ meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' ’ meeting is convened pursuant to section 98 of the Insolvency Xxx 0000Act 1986; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000Act 1986; or being a “small company” within the meaning of section 247(3) 382 of the Companies Xxx 0000Act 2006, a moratorium comes into force pursuant to Schedule schedule A1 of to the Insolvency Xxx 0000Act 1986; a debt relief order is entered into; or any event similar to those listed in Clause 31.1.1 to Clause 31.1.7 above occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 (“change of control”). The Authority Purchaser may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- 6 months of: being notified that a change of control Control has occurredoccurred in accordance with clause 32.2 (Change of Control); or where no such notification has been madegiven, the date that the Authority Purchaser becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on . But the performance Purchaser may not terminate the Contract under clause 57.2 where approval of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of controlcontrol has been granted by notice by the Purchaser.

Termination on Insolvency and Change of Control. The Authority may terminate this Framework Agreement with immediate effect by notice in writing where the Service Provider is a company and in respect of the Service Provider:- a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' meeting is convened pursuant to section 98 of the Insolvency Xxx 0000; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000; or being a “small company” within the meaning of section 247(3) of the Companies Xxx 0000, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000; or any event similar to those listed in Clause 31.1.1 13.1.1 to Clause 31.1.7 13.1.7 occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 (“change of control”). The Authority may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months months of:- being notified that a change of control has occurred; or where no notification has been made, the date that the Authority becomes aware of the change of control, if it believes, acting reasonably, that that’s such change is likely to have an adverse effect on the performance of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Insolvency and Change of Control. The Authority Customer may terminate this Framework Agreement the Contract with immediate effect by giving notice in writing where the Service Provider is a company and in respect of the Service Provider:- Provider: a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' ’ meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' ’ meeting is convened pursuant to section 98 of the Insolvency Xxx 0000; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000; or being a “small company” within the meaning of section 247(3) of the Companies Xxx 0000, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000; or any event similar to those listed in Clause 31.1.1 to Clause 31.1.7 9.1.1 (a)-(g) occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority Customer immediately if the Service Provider undergoes a change of control within the meaning of Section section 416 of the Income and Corporation Taxes Xxx 0000 (“change of control”). The Authority Customer may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- months of: being notified that a change of control has occurred; or where no notification has been made, the date that the Authority Customer becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on the performance of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Insolvency and Change of Control. The Authority Customer may terminate this Framework Agreement the Contract with immediate effect by giving notice in writing where the Service Provider is a company and in respect of the Service Provider:- Provider: a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 Act 1986 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' ’ meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' ’ meeting is convened pursuant to section 98 of the Insolvency Xxx 0000Act 1986; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000Act 1986; or being a “small company” within the meaning of section 247(3) of the Companies Xxx 0000Act 1985, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000Act 1986; or any event similar to those listed in Clause 31.1.1 to Clause 31.1.7 9.1.1 (a)-(g) occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority Customer immediately if the Service Provider undergoes a change of control within the meaning of Section section 416 of the Income and Corporation Taxes Xxx 0000 Act 1988 (“change of control”). The Authority Customer may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months of:- months of: being notified that a change of control has occurred; or where no notification has been made, the date that the Authority Customer becomes aware of the change of control, if it believes, acting reasonably, that such change is likely to have an adverse effect on the performance of the Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Insolvency and Change of Control. The Authority may terminate this Framework Agreement with immediate effect by notice in writing where the Service Provider is a company and in respect of the Service Provider:- a proposal is made for a voluntary arrangement within Part I of the Insolvency Xxx 0000 Act 1986 or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or a shareholders' meeting is convened for the purpose of considering a resolution that it be wound up or a resolution for its winding-up is passed (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation); or a petition is presented for its winding up (which is not dismissed within 14 days of its service) or an application is made for the appointment of a provisional liquidator or a creditors' meeting is convened pursuant to section 98 of the Insolvency Xxx 0000Act 1986; or a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or an application order is made either for the appointment of an administrator or for an administration order, an administrator is appointed, or notice of intention to appoint an administrator is given; or it is or becomes insolvent within the meaning of section 123 of the Insolvency Xxx 0000Act 1986; or being a “small company” within the meaning of section 247(3) of the Companies Xxx 0000Act 1985, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Xxx 0000Act 1986; or any event similar to those listed in Clause 31.1.1 25.7.1 to Clause 31.1.7 25.7.7 occurs under the law of any other jurisdiction. The Service Provider shall notify the Authority immediately if the Service Provider undergoes a change of control within the meaning of Section 416 of the Income and Corporation Taxes Xxx 0000 Act 1988 (“change of control”). The Authority may terminate the Contract by giving notice in writing to the Service Provider with immediate effect within six (6) Months months of:- being notified that a change of control has occurred; or where no notification has been made, the date that the Authority becomes aware of the change of control, if it believes, acting reasonably, that that’s such change is likely to have an adverse effect on the performance of the Supply of Goods and/or Services, but it shall not be permitted to terminate where an Approval was granted prior to the change of control.