Common use of Termination Upon Successful Respondent Change of Control Clause in Contracts

Termination Upon Successful Respondent Change of Control. In the event of a change in Control of Successful Respondent (or that portion of Successful Respondent providing all or any material portion of the Services under this Agreement) or the Entity that Controls Successful Respondent (if any), where such control is acquired, directly or indirectly, in a single transaction or series of related transactions, or all or substantially all of the assets of Successful Respondent (or that portion of Successful Respondent providing all or any material portion of the Services under this Agreement) are acquired by any Entity, or Successful Respondent (or that portion of Successful Respondent providing all or any material portion of the Services under this Agreement) is merged with or into another Entity to form a new Entity, then at any time within twelve (12) months after the last to occur of such events, then DIR may, upon at least ninety (90) days prior notice to Successful Respondent, terminate this Agreement, in whole or in part, as of the termination date specified in the notice.

Termination Upon Successful Respondent Change of Control. In the event of a change in Control control of Successful Respondent (or that portion of Successful Respondent providing all or any material portion of the Services under this Agreement) or the Entity entity that Controls controls Successful Respondent (if any), where such control is acquired, directly or indirectly, in a single transaction or series of related transactions, or all or substantially all of the assets of Successful Respondent (or that portion of Successful Respondent providing all or any material portion of the Services under this Agreement) are acquired by any Entityentity, or Successful Respondent (or that portion of Successful Respondent providing all or any material portion of the Services under this Agreement) is merged with or into another Entity entity to form a new Entityentity, then at any time within twelve (12) months after the last to occur of such events, then DIR may, upon at least ninety (90) days prior notice to Successful Respondent, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. Except for prepaid but unused subscription fees to the Open Data Portal, DIR will not be entitled to a refund or offset of previously paid fees under a termination under this Section.