Termination on Change of Control Clause Samples
A Termination on Change of Control clause allows one or both parties to end the contract if there is a significant change in the ownership or control of one party, such as through a merger, acquisition, or sale of a controlling interest. Typically, this clause is triggered when a company is bought by another entity or when a majority of its shares are transferred, giving the new owner substantial influence over business decisions. The core function of this clause is to protect parties from being bound to an agreement with an unforeseen or undesirable new owner, thereby managing risk and maintaining control over contractual relationships.
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Termination on Change of Control. 26.12.1 The Supplier shall notify the Authority immediately in writing if the Supplier undergoes a change of control within the meaning of Section 450 of the Corporation Tax Act 2010 ("Change of Control") and provided this does not contravene any Law shall notify the Authority immediately in writing of any circumstances suggesting that a Change of Control is planned or in contemplation. The Authority may terminate this Framework Agreement by giving notice in writing to the Supplier with immediate effect within six (6) Months of:
(a) being notified in writing that a Change of Control has occurred; or
(b) 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 provision of the Services, but it shall not be permitted to terminate this Framework Agreement where an Approval was granted prior to the Change of Control
Termination on Change of Control. The Authority may terminate this Framework Agreement by giving notice in writing to the Supplier with immediate effect within six (6) Months of:
Termination on Change of Control. The Supplier shall notify the Authority immediately in writing and as soon as the Supplier is aware (or ought reasonably to be aware) that it is anticipating, undergoing, undergoes or has undergone a Change of Control and provided such notification does not contravene any Law. The Supplier shall ensure that any notification made pursuant to Clause 33.5.1 shall set out full details of the Change of Control including the circumstances suggesting and/or explaining the Change of Control. The Authority may terminate this Framework Agreement under Clause 33.5 by issuing a Termination Notice to the Supplier within six (6) Months of: being notified in writing that a Change of Control is anticipated or is in contemplation or has occurred; or where no notification has been made, the date that the Authority becomes aware that a Change of Control is anticipated or is in contemplation or has occurred, but shall not be permitted to terminate where an Approval was granted prior to the Change of Control.
Termination on Change of Control. The Supplier shall notify the Customer immediately in writing and as soon as the Supplier is aware (or ought reasonably to be aware) that it is anticipating, undergoing, undergoes or has undergone a Change of Control and provided such notification does not contravene any Law.
Termination on Change of Control. The Supplier shall notify the Customer immediately if the Supplier undergoes a change of control within the meaning of Section 450 of the Corporation Tax Act 2010 ("Change of Control") and provided this does not contravene any Law shall notify the Customer immediately in writing of any circumstances suggesting that a Change of Control is planned or in contemplation. The Customer may terminate the Call-Off Agreement by notice in writing with immediate effect within six (6) Months of: being notified in writing that a Change of Control has occurred or is planned or in contemplation; or where no notification has been made, the date that the Customer becomes aware of the Change of Control, but shall not be permitted to terminate where a written approval was granted prior to the Change of Control. For the purposes of Clause CO-9.3.1, any transfer of shares or of any interest in shares by its affiliate company where such transfer forms part of a bona fide reorganisation or restructuring shall be disregarded. Termination by Supplier If the Customer fails to pay the Supplier undisputed sums of money when due, the Supplier shall notify the Customer in writing of such failure to pay. If the Customer fails to pay such undisputed sums, the Supplier may terminate this Call-Off Agreement subject to giving the length of notice as specified in relevant paragraph of the Order Form. Termination on Insolvency The Customer may terminate this Call-Off Agreement with immediate effect by notice in writing where the Supplier: being an individual, or where the Supplier is a firm, any partner or partners in that firm who together are able to exercise direct or indirect control, as defined by Section 416 of the Income and Corporation Taxes Act 1988, and: shall at any time become bankrupt or shall have a receiving order or administration order made against him or shall make any composition or arrangement with or for the benefit of his creditors, or shall make any conveyance or assignment for the benefit of his creditors, or shall purport so to do, or appears unable to pay or to have no reasonable prospect of being able to pay a debt within the meaning of Section 268 of the Insolvency Act 1986, or any similar event occurs under the law of any other jurisdiction; 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 Supplier's assets and such atta...
Termination on Change of Control. The Supplier shall notify the Customer immediately in writing and as soon as the Supplier is aware (or ought reasonably to be aware) that it is anticipating, undergoing, undergoes or has undergone a Change of Control and provided such notification does not contravene any Law. The Supplier shall ensure that any notification made pursuant to Clause 30.5 shall set out full details of the Change of Control including the circumstances suggesting and/or explaining the Change of Control. The Customer may terminate this Contract by issuing a Termination Notice to the Supplier within six (6) Months of: being notified in writing that a Change of Control is anticipated or in contemplation or has occurred; or where no notification has been made, the date that the Customer becomes aware that a Change of Control is anticipated or is in contemplation or has occurred, but shall not be permitted to terminate where an Approval was granted prior to the Change of Control The Customer may terminate this Contract by issuing a Termination Notice to the Supplier on the occurrence of any of the statutory provisos contained in Regulation 73 (1) (a) to (c).
Termination on Change of Control. 11.3.1 The Customer may terminate the Legal Services Contract by notice in writing with immediate effect within six (6) Months of:
11.3.1.1 being notified in writing that a Change of Control has occurred or is planned or in contemplation; or
11.3.1.2 where no notification has been made, the date that the Customer becomes aware of the Change of Control, but shall not be permitted to terminate where the Customer’s written consent to the continuation of the Legal Services Contract was granted prior to the Change of Control.
Termination on Change of Control. 30.5.1 The Supplier shall notify the Authority immediately the Supplier undergoes a Change of Control and provided this does not contravene any Law, shall notify the Authority immediately in writing of any circumstances suggesting that a Change of Control is planned or in contemplation. The Authority may terminate this Framework Agreement by issuing a Termination Notice to the Supplier within six
Termination on Change of Control. The Supplier shall notify the Customer immediately if the Supplier undergoes a Change of Control and provided this does not contravene any Law shall notify the Customer immediately in writing of any circumstances suggesting that a Change of Control is planned or in contemplation. The Customer may terminate this Call Off Contract by notice in writing with immediate effect within six (6) Months of: being notified in writing that a Change of Control has occurred or is planned or in contemplation; or where no notification has been made, the date that the Customer 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. By delivering 15 days’ written notice to the Company, the Employee may terminate his employment for Good Reason under this Agreement at any time within one year after a Change in Control.