51.  VOLUNTARY TERMINATION BY THE AUTHORITY AND TERMINATION ON AN AUTHORITY BREAK POINT DATE

51.1.  Voluntary Termination by the Authority

The Authority may terminate this Agreement in whole or in part for convenience at any time on or before the Expiry Date by complying with its obligations under clauses 51.2 and 51.3.

51.2.  If the Authority wishes to terminate this Agreement or any part of it under clause 51.1 it must give notice in writing to the Service Provider stating:-

51.2.1.  that the Authority is terminating this Agreement or any part of it under this clause 51;

51.2.2.  that this Agreement or any part of it will terminate on the date specified in the notice, which must be a minimum of twenty (20) Business Days after the date of receipt of the notice; and

51.2.3.  whether the Authority has chosen to exercise its option under clause 29.2 (Assets and Equipment).

51.3.  On termination, the Authority shall have the option to require the Service Provider to transfer its right, title and interest in and to the Assets to the Authority or as directed by the Authority.

51.4.  This Agreement or any part of it will terminate on the date given in the notice referred to in clause 51.2.

51.5.  Termination on an Authority Break Point Date52

51.5.1.  Without prejudice to its rights under clause 51.1 (Voluntary Termination by the Authority), the Authority may terminate this Agreement on any of the Authority Break Point Dates by complying with its obligations under clauses below.

51.5.2.  If the Authority wishes to terminate this Agreement under this clause, it must give notice to the Service Provider stating:

a)  that the Authority is terminating the Contract under this clause 51.5 (Termination on an Authority Break Point Date);

b)  that this Agreement will terminate on the specified Authority Break Point Date, which must be a minimum of twenty (20) Business Days after the date of receipt of the notice; and

c)  whether the Authority has chosen to exercise its option under clause 51.5.3 below.

51.5.3.  On termination, the Authority shall have the option to require the Service Provider to transfer its right, title and interest in and to the Assets to the Authority or as directed by the Authority.

51.5.4.  Provided the notice has been provided in accordance with clause 51.5.2 above, this Agreement will terminate on the specified Authority Break Point Date.

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52  Whether the right to terminate on an Authority Break Point Date (provided for under SOPC4) should be included must be considered and determined on a project specific basis.  If such a right is included, the Service Provider should be required to submit proposals to the Authority regarding its preferred method of dealing with the financial consequences arising from the possibility of early termination under these provisions.