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

Termination on Insolvency and Change of Control. 49.1 The Council may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: 49.1.1 a proposal is made for a voluntary arrangement within Part I of the Insolvency ▇▇▇ ▇▇▇▇ or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or 49.1.2 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 49.1.3 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 ▇▇▇ ▇▇▇▇; or 49.1.4 a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or 49.1.5 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 49.1.6 it is or becomes insolvent within the meaning of section 123 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.7 being a “small company” within the meaning of the Companies ▇▇▇ ▇▇▇▇, a moratorium comes into force pursuant to Schedule A1 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.8 any event similar to those listed in 47.1(a)-(g) occurs under the law of any other jurisdiction. 49.2 The Council may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: 49.2.1 an application for an interim order is made pursuant to sections 252- 253 of the Insolvency ▇▇▇ ▇▇▇▇ or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or 49.2.2 a petition is presented and not dismissed within 14 days or order made for the Contractor’s bankruptcy; or 49.2.3 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 49.2.4 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 ▇▇▇ ▇▇▇▇; or 49.2.5 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 14 days; or 49.2.6 he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇; or 49.2.7 he suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of his business. 49.3 The Contractor shall notify the Council immediately if the Contractor undergoes a change of control within the meaning of section 416 of the Income and Corporation Taxes ▇▇▇ ▇▇▇▇ (“change of control”). The Council may terminate the Contract by notice in writing with immediate effect within six months of: 49.3.1 being notified that a change of control has occurred; or 49.3.2 where no notification has been made, the date that the Council 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 Insolvency and Change of Control. ‌ 49.1 The Council may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: 49.1.1 a proposal is made for a voluntary arrangement within Part I of the Insolvency ▇▇▇ ▇▇▇▇ or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or 49.1.2 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 49.1.3 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 ▇▇▇ ▇▇▇▇; or 49.1.4 a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or 49.1.5 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 49.1.6 it is or becomes insolvent within the meaning of section 123 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.7 being a “small company” within the meaning of the Companies ▇▇▇ ▇▇▇▇, a moratorium comes into force pursuant to Schedule A1 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.8 any event similar to those listed in 47.1(a)-(g) occurs under the law of any other jurisdiction. 49.2 The Council may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: 49.2.1 an application for an interim order is made pursuant to sections 252- 253 of the Insolvency ▇▇▇ ▇▇▇▇ or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or 49.2.2 a petition is presented and not dismissed within 14 days or order made for the Contractor’s bankruptcy; or 49.2.3 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 49.2.4 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 ▇▇▇ ▇▇▇▇; or 49.2.5 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 14 days; or 49.2.6 he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇; or 49.2.7 he suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of his business. 49.3 The Contractor shall notify the Council immediately if the Contractor undergoes a change of control within the meaning of section 416 of the Income and Corporation Taxes ▇▇▇ ▇▇▇▇ (“change of control”). The Council may terminate the Contract by notice in writing with immediate effect within six months of: 49.3.1 being notified that a change of control has occurred; or 49.3.2 where no notification has been made, the date that the Council 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 Insolvency and Change of Control. 49.1 22.1.1 The Council Customer may terminate the Contract with immediate effect by giving notice in writing to the Supplier where the Contractor Supplier is a company and in respect of the ContractorSupplier: 49.1.1 22.1.1.1 a proposal is made for a voluntary arrangement within Part I of the Insolvency ▇▇▇ ▇▇▇▇ or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or 49.1.2 22.1.1.2 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 49.1.3 22.1.1.3 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 ▇▇▇ ▇▇▇▇; or 49.1.4 22.1.1.4 a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or 49.1.5 22.1.1.5 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 49.1.6 22.1.1.6 it is or becomes insolvent within the meaning of section Section 123 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.7 22.1.1.7 being a “"small company” " within the meaning of Section 247(3) of the Companies ▇▇▇ ▇▇▇▇, a moratorium comes into force pursuant to Schedule A1 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.8 22.1.1.8 any event similar to those listed in 47.1(a)-(g) clause 22.1.1.1 to 22.1.1.7 occurs under the law of any other jurisdiction. 49.2 22.1.2 The Council Customer may terminate the Contract with immediate effect by notice in writing where the Contractor Supplier is an individual and: 49.2.1 22.1.2.1 an application for an interim order is made pursuant to sections 252- Sections 252-253 of the Insolvency ▇▇▇ ▇▇▇▇ or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s Supplier's creditors; or 49.2.2 22.1.2.2 a petition is presented and not dismissed within 14 days or order made for the Contractor’s Supplier's bankruptcy; or 49.2.3 22.1.2.3 a receiver, or similar officer is appointed over the whole or any part of the Contractor’s Supplier's assets or a person becomes entitled to appoint a receiver, or similar officer over the whole or any part of his assets; or 49.2.4 22.1.2.4 the Contractor Supplier is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section Section 268 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.2.5 22.1.2.5 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 Supplier's assets and such attachment or process is not discharged within 14 days; or 49.2.6 22.1.2.6 he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental ▇▇▇▇▇▇▇▇ Health ▇▇▇ ▇▇▇▇; or 49.2.7 he 22.1.2.7 the Supplier suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of his business. 49.3 22.1.3 The Contractor Supplier shall notify the Council Customer immediately if the Contractor Supplier undergoes a change of control within the meaning of section Section 416 of the Income and Corporation Taxes ▇▇▇ ▇▇▇▇ Act 1988 (“change "Change of control”Control"). The Council Customer may terminate the Contract by notice in writing with immediate effect within six months of: 49.3.1 22.1.3.1 being notified that a change Change of control Control has occurred; or 49.3.2 22.1.3.2 where no notification has been made, the date that the Council Customer becomes aware of the change Change of controlControl, but shall not be permitted to terminate where an Approval was granted prior to the change Change of controlControl.

Termination on Insolvency and Change of Control. 49.1 51.1 The Council may terminate the Contract with immediate effect by notice in writing where the Contractor is a company and in respect of the Contractor: 49.1.1 51.1.1 a proposal is made for a voluntary arrangement within Part I of the Insolvency ▇▇▇ ▇▇▇▇ or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or 49.1.2 51.1.2 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 49.1.3 51.1.3 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 ▇▇▇ ▇▇▇▇; or 49.1.4 51.1.4 a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or 49.1.5 51.1.5 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 49.1.6 51.1.6 it is or becomes insolvent within the meaning of section 123 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.7 51.1.7 being a “small company” within the meaning of the Companies ▇▇▇ ▇▇▇▇, a moratorium comes into force pursuant to Schedule A1 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.8 51.1.8 any event similar to those listed in 47.1(a)-(gclauses 51.1.1 -51.1.7 ) occurs under the law of any other jurisdiction. 49.2 51.2 The Council may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: 49.2.1 51.2.1 an application for an interim order is made pursuant to sections 252- 253 of the Insolvency ▇▇▇ ▇▇▇▇ or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or 49.2.2 51.2.2 a petition is presented and not dismissed within 14 days or order made for the Contractor’s bankruptcy; or 49.2.3 51.2.3 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 49.2.4 51.2.4 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 ▇▇▇ ▇▇▇▇; or 49.2.5 51.2.5 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 14 days; or 49.2.6 51.2.6 he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇; or 49.2.7 51.2.7 he suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of his business. 49.3 51.3 The Contractor shall notify the Council immediately if the Contractor undergoes a change of control within the meaning of section 416 of the Income and Corporation Taxes ▇▇▇ ▇▇▇▇ (“change of control”). The Council may terminate the Contract by notice in writing with immediate effect within six months of: 49.3.1 of being notified that a change of control has occurred; or 49.3.2 51.3.1 where no notification has been made, the date that the Council 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 Insolvency and Change of Control. 49.1 9.1.1 The Council Customer may terminate the Contract with immediate effect by giving notice in writing where the Contractor is a company and in respect of the Contractor:Contractor:- 49.1.1 (a) a proposal is made for a voluntary arrangement within Part I of the Insolvency ▇▇▇ ▇▇▇▇ or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or 49.1.2 (b) 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 49.1.3 (c) 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 ▇▇▇ ▇▇▇▇; or 49.1.4 (d) a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or 49.1.5 (e) 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 49.1.6 (f) it is or becomes insolvent within the meaning of section Section 123 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.7 (g) being a “"small company” " within the meaning of Section 247(3) of the Companies ▇▇▇ ▇▇▇▇, a moratorium comes into force pursuant to Schedule A1 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.8 (h) any event similar to those listed in 47.1(a)-(gClause 9.1.1(a) - (g) occurs under the law of any other jurisdiction. 49.2 9.1.2 The Council Customer may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and:and:- 49.2.1 (a) an application for an interim order is made pursuant to sections 252- Sections 252-253 of the Insolvency ▇▇▇ ▇▇▇▇ or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s creditors; or 49.2.2 (b) a petition is presented and not dismissed within 14 days or order made for the Contractor’s bankruptcy; or 49.2.3 (c) 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 49.2.4 (d) the Contractor is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section Section 268 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.2.5 (e) 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 14 days; or 49.2.6 he (f) being an individual, dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental ▇▇▇▇▇▇▇▇ Health ▇▇▇ ▇▇▇▇; or 49.2.7 he (g) the Contractor suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of his business. 49.3 9.1.3 The Contractor shall notify the Council Customer immediately if the Contractor undergoes a change of control within the meaning of section Section 416 of the Income and Corporation Taxes ▇▇▇ ▇▇▇▇ Act 1988 (“change "Change of control”Control"). The Council Customer may terminate the Contract by notice in writing with immediate effect within six months of:of:- 49.3.1 (a) being notified that a change Change of control Control has occurred; or 49.3.2 (b) where no notification has been made, the date that the Council Customer becomes aware of the change Change of control, Control; but shall not be permitted to terminate where an Approval was granted prior to the change Change of controlControl.

Termination on Insolvency and Change of Control. 49.1 8.1.1 The Council Customer may terminate the Contract with immediate effect by giving notice in writing where the Contractor is a company and in respect of the Contractor: 49.1.1 (a) a proposal is made for a voluntary arrangement within Part I of the Insolvency ▇▇▇ ▇▇▇▇ or of any other composition scheme or arrangement with, or assignment for the benefit of, its creditors; or 49.1.2 (b) 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 49.1.3 (c) 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 ▇▇▇ ▇▇▇▇; or 49.1.4 (d) a receiver, administrative receiver or similar officer is appointed over the whole or any part of its business or assets; or 49.1.5 (e) an application order is made either for the appointment of an administrator or for an administration orderorder (which is not dismissed or withdrawn within 14 days of its being made), an administrator is appointed, or notice of intention to appoint an administrator is given; or 49.1.6 (f) it is or becomes insolvent within the meaning of section Section 123 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.7 (g) being a “"small company” " within the meaning of Section 247(3) of the Companies ▇▇▇ ▇▇▇▇, a moratorium comes into force pursuant to Schedule A1 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.1.8 (h) any event similar to those listed in 47.1(a)-(gClause 8.1.1 (a) 8.1.1(g) occurs under the law of any other jurisdiction. 49.2 8.1.2 The Council Customer may terminate the Contract with immediate effect by notice in writing where the Contractor is an individual and: 49.2.1 (a) an application for an interim order is made pursuant to sections 252- Sections 252-253 of the Insolvency ▇▇▇ ▇▇▇▇ or a proposal is made for any composition scheme or arrangement with, or assignment for the benefit of, the Contractor’s 's creditors; or 49.2.2 (b) a petition is presented and not dismissed within 14 days or order made for the Contractor’s 's bankruptcy; or 49.2.3 (c) a receiver, or similar officer is appointed over the whole or any part of the Contractor’s 's assets or a person becomes entitled to appoint a receiver, or similar officer over the whole or any part of his assets; or 49.2.4 (d) the Contractor is unable to pay his debts or has no reasonable prospect of doing so, in either case within the meaning of section Section 268 of the Insolvency ▇▇▇ ▇▇▇▇; or 49.2.5 (e) 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 's assets and such attachment or process is not discharged within 14 days; or 49.2.6 (f) he dies or is adjudged incapable of managing his affairs within the meaning of Part VII of the Mental ▇▇▇▇▇▇▇▇ Health ▇▇▇ ▇▇▇▇; or 49.2.7 he (g) the Contractor suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of his business. 49.3 8.1.3 The Contractor shall notify the Council Customer immediately if the Contractor undergoes a change of control within the meaning of section 416 of the Income and Corporation Taxes ▇▇▇ ▇▇▇▇ Act 1988 (“change "Change of control”Control"). The Council Customer may terminate the Contract by notice in writing with immediate effect within six months of: 49.3.1 (a) being notified that a change Change of control Control has occurred; or 49.3.2 (b) where no notification has been made, the date that the Council Customer becomes aware of the change Change of control, Control; but shall not be permitted to terminate where an Approval was granted prior to the change Change of controlControl.