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

Termination on Change of Control and Insolvency. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: - ‫a proposal is made for a voluntary arrangement within Part I of the Insolvency 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 reorganisation or amalgamation); or a petition is presented for its winding up (which is not dismissed within fourteen (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 Act 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 Act 1986; or being a “small company” within the meaning of section 382 of the Companies Act 2006, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986; or any event similar to those listed in clause 36.1.1 to 36.1.7 occurs under the law of any other jurisdiction. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or a petition is presented and not dismissed within fourteen (14) days or order made the Contractor’s bankruptcy; or a receiver, or similar officer is appointed over the whole or any part of the Contractor’s assets or a person becomes entitled to appoint a receiver, or similar officer over the whole or any part of his assets; or the Contractor is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section 268 of the Insolvency Act 1986; or a creditor or encumbrancer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the Contractor’s assets and such attachment or process is not discharged within fourteen (14) days; or he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental Capacity Act 2005 The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a partnership and: a proposal is made for a voluntary arrangement within Article 4 of the Insolvent Partnerships Order 1994 or a proposal is made for any other composition, scheme or arrangement with or assignment for the benefit of its creditors; or it is for any reason dissolved; or a petition is presented for its winding up or for the making of ay administrative order, or an application is made for the appointment of a provisional liquidator; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or the partnership is deemed unable to pay its debts within the meaning of section 222 or 223 of the Insolvency Act 1986 as applied and modified by the Insolvent Partnerships Order 1994; or any of the following occurs in relation to any of its partners: ‫an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of his creditors; or a petition is presented for his bankruptcy; or a receiver, or similar officer, is appointed over the whole or any part of his assets. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a limited liability partnership and: a proposal is made for a voluntary arrangement within Part I of the Insolvency Act 1986 or a proposal is made for any other composition, scheme or arrangement with, or assignment for the benefit of, its creditors; or it is for any reason dissolved; or an application 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 within Part II of the Insolvency Act 1986; or any step is taken with a view to it being determined that it be wound up (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation) within Part IV of the Insolvency Act 1986; or a petition is presented for its winding up (which is not dismissed within fourteen (14) days of its service) or an application is made for the appointment of a provisional liquidator within Part IV of the Insolvency Act 1986; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or it is or becomes unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; or a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986 References to the Insolvency Act 1986 in clause 36.4.1 shall be construed as references to that Act as applied under the Limited Liability Partnerships Act 2000 subordinate legislation. ‫The Contractor shall notify the Authority immediately of a change of control within the meaning of section 416 of the Income and Corporation Taxes Act 1988 ("change of control"). Where in the reasonable opinion of the Authority the change is likely to result in an adverse effect on the provision of the Goods or Services the Authority may terminate the Contract by notice in writing 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, but shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Change of Control and Insolvency. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: - ‫a proposal is made for a voluntary arrangement within Part I of the Insolvency Act 1986 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 reorganisation or amalgamation); or a petition is presented for its winding up (which is not dismissed within fourteen (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 Act 1986Xxx 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 Act 1986Xxx 0000; or being a “small company” within the meaning of section 382 of the Companies Act 2006Xxx 0000, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986Xxx 0000; or any event similar to those listed in clause 36.1.1 to 36.1.7 occurs under the law of any other jurisdiction. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 Xxx 0000 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or a petition is presented and not dismissed within fourteen (14) days or order made the Contractor’s bankruptcy; or a receiver, or similar officer is appointed over the whole or any part of the Contractor’s assets or a person becomes entitled to appoint a receiver, or similar officer over the whole or any part of his assets; or the Contractor is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section 268 of the Insolvency Act 1986Xxx 0000; or a creditor or encumbrancer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the Contractor’s assets and such attachment or process is not discharged within fourteen (14) days; or he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental Capacity Act 2005 Xxxxxxxx Xxx 0000 The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a partnership and: a proposal is made for a voluntary arrangement within Article 4 of the Insolvent Partnerships Order 1994 or a proposal is made for any other composition, scheme or arrangement with or assignment for the benefit of its creditors; or it is for any reason dissolved; or a petition is presented for its winding up or for the making of ay administrative order, or an application is made for the appointment of a provisional liquidator; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or the partnership is deemed unable to pay its debts within the meaning of section 222 or 223 of the Insolvency Act 1986 Xxx 0000 as applied and modified by the Insolvent Partnerships Order 1994; or any of the following occurs in relation to any of its partners: ‫an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 Xxx 0000 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of his creditors; or a petition is presented for his bankruptcy; or a receiver, or similar officer, is appointed over the whole or any part of his assets. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a limited liability partnership and: a proposal is made for a voluntary arrangement within Part I of the Insolvency Act 1986 Xxx 0000 or a proposal is made for any other composition, scheme or arrangement with, or assignment for the benefit of, its creditors; or it is for any reason dissolved; or an application 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 within Part II of the Insolvency Act 1986Xxx 0000; or any step is taken with a view to it being determined that it be wound up (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation) within Part IV of the Insolvency Act 1986Xxx 0000; or a petition is presented for its winding up (which is not dismissed within fourteen (14) days of its service) or an application is made for the appointment of a provisional liquidator within Part IV of the Insolvency Act 1986Xxx 0000; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or it is or becomes unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986Xxx 0000; or a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986 Xxx 0000 References to the Insolvency Act 1986 Xxx 0000 in clause 36.4.1 shall be construed as references to that Act as applied under the Limited Liability Partnerships Act 2000 subordinate legislation. ‫The Contractor shall notify the Authority immediately of a change of control within the meaning of section 416 of the Income and Corporation Taxes Act 1988 ("change of control"). Where in the reasonable opinion of the Authority the change is likely to result in an adverse effect on the provision of the Goods or Services the Authority may terminate the Contract by notice in writing 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, but shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Change of Control and Insolvency. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: - ‫a proposal is made for a voluntary arrangement within Part I of the Insolvency 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 reorganisation or amalgamation); or a petition is presented for its winding up (which is not dismissed within fourteen (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 Act 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 Act 1986; or being a “small company” within the meaning of section 382 of the Companies Act 2006, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986; or any event similar to those listed in clause 36.1.1 to 36.1.7 occurs under the law of any other jurisdiction. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or a debt relief order or a debt restriction order has been made in respect of him; or a petition is presented and not dismissed within fourteen (14) days or order made the Contractor’s bankruptcy; or a receiver, or similar officer is appointed over the whole or any part of the Contractor’s assets or a person becomes entitled to appoint a receiver, or similar officer over the whole or any part of his assets; or the Contractor is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section 268 of the Insolvency Act 1986; or a creditor or encumbrancer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the Contractor’s assets and such attachment or process is not discharged within fourteen (14) days; or he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental Capacity Act 2005 The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a partnership and: a proposal is made for a voluntary arrangement within Article 4 of the Insolvent Partnerships Order 1994 or a proposal is made for any other composition, scheme or arrangement with or assignment for the benefit of its creditors; or it is for any reason dissolved; or a petition is presented for its winding up or for the making of ay administrative order, or an application is made for the appointment of a provisional liquidator; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or the partnership is deemed unable to pay its debts within the meaning of section 222 or 223 of the Insolvency Act 1986 as applied and modified by the Insolvent Partnerships Order 1994; or any of the following occurs in relation to any of its partners: ‫an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of his creditors; or a petition is presented for his bankruptcy; or a receiver, or similar officer, is appointed over the whole or any part of his assets. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a limited liability partnership and: a proposal is made for a voluntary arrangement within Part I of the Insolvency Act 1986 or a proposal is made for any other composition, scheme or arrangement with, or assignment for the benefit of, its creditors; or it is for any reason dissolved; or an application 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 within Part II of the Insolvency Act 1986; or any step is taken with a view to it being determined that it be wound up (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation) within Part IV of the Insolvency Act 1986; or a petition is presented for its winding up (which is not dismissed within fourteen (14) days of its service) or an application is made for the appointment of a provisional liquidator within Part IV of the Insolvency Act 1986; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or it is or becomes unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; or a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986 References to the Insolvency Act 1986 in clause 36.4.1 shall be construed as references to that Act as applied under the Limited Liability Partnerships Act 2000 subordinate legislation. ‫The Contractor shall notify the Authority immediately of a change of control within the meaning of section 416 of the Income and Corporation Taxes Act 1988 ("change of control"). Where in the reasonable opinion of the Authority the change is likely to result in an adverse effect on the provision of the Goods or Services the Authority may terminate the Contract by notice in writing 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, but shall not be permitted to terminate where an Approval was granted prior to the change of control.

Termination on Change of Control and Insolvency. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: - ‫a proposal is made for a voluntary arrangement within Part I of the Insolvency 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 reorganisation or amalgamation); or a petition is presented for its winding up (which is not dismissed within fourteen (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 Act 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 Act 1986; or being a “small company” within the meaning of section 382 of the Companies Act 2006, a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986; or any event similar to those listed in clause 36.1.1 to 36.1.7 occurs under the law of any other jurisdiction. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or a petition is presented and not dismissed within fourteen (14) days or order made the Contractor’s bankruptcy; or a receiver, or similar officer is appointed over the whole or any part of the Contractor’s assets or a person becomes entitled to appoint a receiver, or similar officer over the whole or any part of his assets; or the Contractor is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section 268 of the Insolvency Act 1986; or a creditor or encumbrancer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the Contractor’s assets and such attachment or process is not discharged within fourteen (14) days; or he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental Capacity Act 2005 The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a partnership and: a proposal is made for a voluntary arrangement within Article 4 of the Insolvent Partnerships Order 1994 or a proposal is made for any other composition, scheme or arrangement with or assignment for the benefit of its creditors; or it is for any reason dissolved; or a petition is presented for its winding up or for the making of ay administrative order, or an application is made for the appointment of a provisional liquidator; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or the partnership is deemed unable to pay its debts within the meaning of section 222 or 223 of the Insolvency Act 1986 as applied and modified by the Insolvent Partnerships Order 1994; or any of the following occurs in relation to any of its partners: ‫an application for an interim order is made pursuant to sections 252-253 of the Insolvency Act 1986 or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of his creditors; or a petition is presented for his bankruptcy; or a receiver, or similar officer, is appointed over the whole or any part of his assets. The Authority may terminate the Contract with immediate effect by notice in writing where the Contractor is a limited liability partnership and: a proposal is made for a voluntary arrangement within Part I of the Insolvency Act 1986 or a proposal is made for any other composition, scheme or arrangement with, or assignment for the benefit of, its creditors; or it is for any reason dissolved; or an application 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 within Part II of the Insolvency Act 1986; or any step is taken with a view to it being determined that it be wound up (other than as part of, and exclusively for the purpose of, a bona fide reconstruction or amalgamation) within Part IV of the Insolvency Act 1986; or a petition is presented for its winding up (which is not dismissed within fourteen (14) days of its service) or an application is made for the appointment of a provisional liquidator within Part IV of the Insolvency Act 1986; or a receiver, or similar officer, is appointed over the whole or any part of its assets; or it is or becomes unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; or a moratorium comes into force pursuant to Schedule A1 of the Insolvency Act 1986 References to the Insolvency Act 1986 in clause 36.4.1 shall be construed as references to that Act as applied under the Limited Liability Partnerships Act 2000 subordinate legislation. ‫The Contractor shall notify the Authority immediately of a change of control within the meaning of section 416 of the Income and Corporation Taxes Act 1988 ("change of control"). Where in the reasonable opinion of the Authority the change is likely to result in an adverse effect on the provision of the Goods or Services the Authority may terminate the Contract by notice in writing with immediate effect within six (6) Months of: being ‫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, but shall not be permitted to terminate where an Approval was granted prior to the change of control.