Common use of OBLIGATIONS DURING THE TERM TO FACILITATE EXIT Clause in Contracts

OBLIGATIONS DURING THE TERM TO FACILITATE EXIT. During the Term, the Service Provider shall: create and maintain: a register of all Assets, detailing their: make, model and asset number; ownership and status as either Exclusive Assets or Non-Exclusive Assets; Net Book Value; condition and physical location; and use (including technical specifications); a register of all Sub-contracts and other relevant agreements (including relevant software licences, maintenance and support agreements and equipment rental and lease agreements) required for the performance of the Services; and a configuration database detailing the technical infrastructure and operating procedures through which the Service Provider provides the Services, which shall contain sufficient detail to permit the Purchaser and/or Replacement Service Provider to understand how the Service Provider provides the Services and to enable the smooth transition of the Services with the minimum of disruption, (together the “Registers”); agree the format of the Registers with the Purchaser as part of the process of agreeing the Exit Plan; and at all times keep the Registers up to date, in particular in the event that Sub-contracts or other relevant agreements are added to or removed from the Services. The Service Provider shall ensure that all Exclusive Assets listed in the Registers are clearly marked to identify that they are exclusively used for the provision of the Services. Each Party shall appoint a person for the purposes of managing the Parties' respective obligations under this Schedule and provide written notification of such appointment to the other Party within three (3) months of the Commencement Date. The Service Provider's Exit Manager shall be responsible for ensuring that the Service Provider and the Service Provider Representatives comply with this Schedule. The Service Provider shall ensure that its Exit Manager has the requisite authority to arrange and procure any resources of the Service Provider as are reasonably necessary to enable the Service Provider to comply with the requirements set out in this Schedule. The Parties' Exit Managers will liaise with one another in relation to all issues relevant to the termination or expiry of this Contract and all matters connected with this Schedule and each Party's compliance with it.

OBLIGATIONS DURING THE TERM TO FACILITATE EXIT. During the Term, the Service Provider Supplier shall: create and maintainmaintain a Register of all: a register of all AssetsSupplier assets, detailing their: make, model and asset number; ownership and status as either Exclusive Assets or Non-Exclusive Assets; Net Book Value; condition and physical location; and use (including technical specifications); a register of all and Sub-contracts Contracts and other relevant agreements (including relevant software licences, maintenance and support agreements and equipment rental and lease agreements) required for the performance of the Ordered Panel Services; create and maintain a configuration database detailing the technical infrastructure and operating procedures through which the Service Provider Supplier provides the Ordered Panel Services, which shall contain sufficient detail to permit the Purchaser Customer and/or Replacement Service Provider Supplier to understand how the Service Provider Supplier provides the Ordered Panel Services and to enable the smooth transition of the Ordered Panel Services with the minimum of disruption, (together the “Registers”); agree the format of the Registers with the Purchaser Customer as part of the process of agreeing the Exit Plan; and at all times keep the Registers up to date, in particular in the event that assets, Sub-contracts Contracts or other relevant agreements are added to or removed from the Ordered Panel Services. The Service Provider shall ensure Supplier shall: procure that all Exclusive Assets listed in the Registers are clearly marked to identify that they are exclusively used for the provision of Ordered Panel Services under this Legal Services Contract; and (unless otherwise agreed by the ServicesCustomer in writing) procure that all licences for Third Party IPR and all Sub-Contracts shall be assignable and/or capable of novation at the request of the Customer to the Customer (and/or its nominee) and/or any Replacement Supplier upon the Supplier ceasing to provide the Ordered Panel Services (or part of them) without restriction (including any need to obtain any consent or approval) or payment by the Customer. Where the Supplier is unable to procure that any Sub-Contract or other agreement referred to in paragraph 4.2.2 of this Contract Schedule 2 which the Supplier proposes to enter into after the Commencement Date is assignable and/or capable of novation to the Customer (and/or its nominee) and/or any Replacement Supplier without restriction or payment, the Supplier shall promptly notify the Customer of this and the Parties shall (acting reasonably and without undue delay) discuss the appropriate action to be taken which, where the Customer so directs, may include the Supplier seeking an alternative Sub-Contractor or provider of services to which the relevant agreement relates. Each Party shall appoint a person for the purposes of managing the Parties' respective obligations under this Contract Schedule 2 and provide written notification of such appointment to the other Party within three (3) months of the Commencement Date. The Service ProviderSupplier's Exit Manager shall be responsible for ensuring that the Service Provider Supplier and the Service Provider Representatives its employees, agents and Sub-Contractors comply with this ScheduleContract Schedule 2. The Service Provider Supplier shall ensure that its Exit Manager has the requisite authority to arrange and procure any resources of the Service Provider Supplier as are reasonably necessary to enable the Service Provider Supplier to comply with the requirements set out in this ScheduleContract Schedule 2. The Parties' Exit Managers will liaise with one another in relation to all issues relevant to the termination or expiry of this Contract and all matters connected with this Contract Schedule 2 and each Party's compliance with it.

OBLIGATIONS DURING THE TERM TO FACILITATE EXIT. During the Term, the Service Provider Supplier shall: create and maintainmaintain a Register of all: a register of all AssetsSupplier assets, detailing their: make, model and asset number; ownership and status as either Exclusive Assets or Non-Exclusive Assets; Net Book Value; condition and physical location; and use (including technical specifications); a register of all and Sub-contracts Contracts and other relevant agreements (including relevant software licences, maintenance and support agreements and equipment rental and lease agreements) required for the performance of the Ordered Panel Services; create and maintain a configuration database detailing the technical infrastructure and operating procedures through which the Service Provider Supplier provides the Ordered Panel Services, which shall contain sufficient detail to permit the Purchaser Customer and/or Replacement Service Provider Supplier to understand how the Service Provider Supplier provides the Ordered Panel Services and to enable the smooth transition of the Ordered Panel Services with the minimum of disruption, (together the “Registers”); agree the format of the Registers with the Purchaser Customer as part of the process of agreeing the Exit Plan; and at all times keep the Registers up to date, in particular in the event that assets, Sub-contracts Contracts or other relevant agreements are added to or removed from the Ordered Panel Services. The Service Provider shall ensure Supplier shall: procure that all Exclusive Assets listed in the Registers are clearly marked to identify that they are exclusively used for the provision of Ordered Panel Services under this Legal Services Contract; and (unless otherwise agreed by the ServicesCustomer in writing) procure that all licences for Third Party IPR and all Sub-Contracts shall be assignable and/or capable of novation at the request of the Customer to the Customer (and/or its nominee) and/or any Replacement Supplier upon the Supplier ceasing to provide the Ordered Panel Services (or part of them) without restriction (including any need to obtain any consent or approval) or payment by the Customer. Where the Supplier is unable to procure that any Sub-Contract or other agreement referred to in paragraph 3.2.2 of this Contract Schedule 2 which the Supplier proposes to enter into after the Commencement Date is assignable and/or capable of novation to the Customer (and/or its nominee) and/or any Replacement Supplier without restriction or payment, the Supplier shall promptly notify the Customer of this and the Parties shall (acting reasonably and without undue delay) discuss the appropriate action to be taken which, where the Customer so directs, may include the Supplier seeking an alternative Sub-Contractor or provider of services to which the relevant agreement relates. Each Party shall appoint a person for the purposes of managing the Parties' respective obligations under this Contract Schedule 2 and provide written notification of such appointment to the other Party within three (3) months of the Commencement Date. The Service ProviderSupplier's Exit Manager shall be responsible for ensuring that the Service Provider Supplier and the Service Provider Representatives its employees, agents and Sub-Contractors comply with this ScheduleContract Schedule 2. The Service Provider Supplier shall ensure that its Exit Manager has the requisite authority to arrange and procure any resources of the Service Provider Supplier as are reasonably necessary to enable the Service Provider Supplier to comply with the requirements set out in this ScheduleContract Schedule 2. The Parties' Exit Managers will liaise with one another in relation to all issues relevant to the termination or expiry of this Contract and all matters connected with this Contract Schedule 2 and each Party's compliance with it.

OBLIGATIONS DURING THE TERM TO FACILITATE EXIT. During the Term, the Service Provider Supplier shall: create and maintain: maintain a register of all all: Authority Assets and Assets, detailing their: make, model and asset number; in the case of Assets, ownership and status as either Exclusive Assets or Non-Exclusive Non‑Exclusive Assets; in the case of Assets, Net Book Value; condition and physical location; and use (including technical specifications); a register of all Sub-contracts and Service descriptions and design documents (HLD) Software scripting and interfaces specifically implemented for the Contract and Definitive Software Library (DSL) Sub‑contracts and other relevant agreements (including relevant software licences, warranties, maintenance and support agreements and equipment rental and lease agreements) required for the performance of the Services; create and maintain a configuration database detailing the technical infrastructure and operating procedures through which the Service Provider Supplier provides the Services, which shall contain sufficient detail to permit the Purchaser Authority and/or Replacement Service Provider Supplier to understand how the Service Provider Supplier provides the Services and to enable the smooth transition of the Services with the minimum of disruption, (together the “Registers”)Services; agree the format and scope of the Registers with the Purchaser Authority as part of the process of agreeing the Exit Implementation Plan; and at all times keep the Registers up to date, in particular in the event that Sub-contracts Assets, Sub‑contracts or other relevant agreements are updated, added to or removed from the Services; on request, provide the Authority with access to the Registers. The Service Provider Supplier shall ensure procure that all Exclusive Assets listed in the Registers are clearly marked to identify that they are exclusively used for the provision of the ServicesServices under this Agreement. Each Party shall appoint a person for the purposes of managing the Parties' respective obligations under this Schedule schedule and provide written notification of such appointment to the other Party within three (3) months of the Commencement Effective Date. The Service ProviderSupplier's Exit Manager shall be responsible for ensuring that the Service Provider Supplier and the Service Provider Representatives its employees, agents and Sub‑contractors comply with this Scheduleschedule. The Service Provider Supplier shall ensure that its Exit Manager has the requisite authority Authority to arrange and procure any resources of the Service Provider Supplier as are reasonably necessary to enable the Service Provider Supplier to comply with the requirements set out in this Scheduleschedule. The Parties' Exit Managers will liaise with one another in relation to all issues relevant to the termination or expiry of this Contract Agreement and all matters connected with this Schedule schedule and each Party's compliance with it.

OBLIGATIONS DURING THE TERM TO FACILITATE EXIT. During the Term, the Service Provider Supplier shall: create and maintain: maintain a register of all all: Assets, detailing their: make, model and asset number; ownership and status as either Exclusive Assets or Non-Exclusive Assets; Net Book Value; condition and physical location; and use (including technical specifications); a register of all and Sub-contracts and other relevant agreements (including relevant software licences, maintenance and support agreements and equipment rental and lease agreements) required for the performance of the Services; create and maintain a configuration database detailing the technical infrastructure and operating procedures through which the Service Provider Supplier provides the Services, which shall contain sufficient detail to permit the Purchaser Authority and/or Replacement Service Provider Supplier to understand how the Service Provider Supplier provides the Services and to enable the smooth transition of the Services with the minimum of disruption, (together the “Registers”); agree the format of the Registers with the Purchaser Authority as part of the process of agreeing the Exit Plan; and at all times keep the Registers up to date, in particular in the event that Assets, Sub-contracts or other relevant agreements are added to or removed from the Services. The Service Provider Supplier shall ensure procure that all Exclusive Assets listed in the Registers are clearly marked to identify that they are exclusively used for the provision of the ServicesServices under this Agreement. Each Party shall appoint a person for the purposes of managing the Parties' respective obligations under this Schedule and provide written notification of such appointment to the other Party within three (3) 3 months of the Commencement Effective Date. The Service ProviderSupplier's Exit Manager shall be responsible for ensuring that the Service Provider Supplier and the Service Provider Representatives its employees, agents and Sub-contractors comply with this Schedule. The Service Provider Supplier shall ensure that its Exit Manager has the requisite authority to arrange and procure any resources of the Service Provider Supplier as are reasonably necessary to enable the Service Provider Supplier to comply with the requirements set out in this Schedule. The Parties' Exit Managers will liaise with one another in relation to all issues relevant to the termination or expiry of this Contract Agreement and all matters connected with this Schedule and each Party's compliance with it.

OBLIGATIONS DURING THE TERM TO FACILITATE EXIT. During the Term, the Service Provider Supplier shall: create and maintainmaintain a Register of all: a register of all AssetsSupplier assets, detailing their: make, model and asset number; ownership and status as either Exclusive Assets or Non-Exclusive NonExclusive Assets; Net Book Value; condition and physical location; and use (including technical specifications); a register of all and Sub-contracts Contracts and other relevant agreements (including relevant software licences, maintenance and support agreements and equipment rental and lease agreements) required for the performance of the Ordered Panel Services; create and maintain a configuration database detailing the technical infrastructure and operating procedures through which the Service Provider Supplier provides the Ordered Panel Services, which shall contain sufficient detail to permit the Purchaser Customer and/or Replacement Service Provider Supplier to understand how the Service Provider Supplier provides the Ordered Panel Services and to enable the smooth transition of the Ordered Panel Services with the minimum of disruption, (together the “Registers”); agree the format of the Registers with the Purchaser Customer as part of the process of agreeing the Exit Plan; and at all times keep the Registers up to date, in particular in the event that assets, Sub-contracts Contracts or other relevant agreements are added to or removed from the Ordered Panel Services. The Service Provider shall ensure Supplier shall: procure that all Exclusive Assets listed in the Registers are clearly marked to identify that they are exclusively used for the provision of Ordered Panel Services under this Legal Services Contract; and (unless otherwise agreed by the ServicesCustomer in writing) procure that all licences for Third Party IPR and all Sub-Contracts shall be assignable and/or capable of novation at the request of the Customer to the Customer (and/or its nominee) and/or any Replacement Supplier upon the Supplier ceasing to provide the Ordered Panel Services (or part of them) without restriction (including any need to obtain any consent or approval) or payment by the Customer. Where the Supplier is unable to procure that any Sub-Contract or other agreement referred to in paragraph 3.2.2 of this Contract Schedule 2 which the Supplier proposes to enter into after the Commencement Date is assignable and/or capable of novation to the Customer (and/or its nominee) and/or any Replacement Supplier without restriction or payment, the Supplier shall promptly notify the Customer of this and the Parties shall (acting reasonably and without undue delay) discuss the appropriate action to be taken which, where the Customer so directs, may include the Supplier seeking an alternative Sub-Contractor or provider of services to which the relevant agreement relates. Each Party shall appoint a person for the purposes of managing the Parties' respective obligations under this Contract Schedule 2 and provide written notification of such appointment to the other Party within three (3) months of the Commencement Date. The Service ProviderSupplier's Exit Manager shall be responsible for ensuring that the Service Provider Supplier and the Service Provider Representatives its employees, agents and Sub-Contractors comply with this ScheduleContract Schedule 2. The Service Provider Supplier shall ensure that its Exit Manager has the requisite authority to arrange and procure any resources of the Service Provider Supplier as are reasonably necessary to enable the Service Provider Supplier to comply with the requirements set out in this ScheduleContract Schedule 2. The Parties' Exit Managers will liaise with one another in relation to all issues relevant to the termination or expiry of this Contract and all matters connected with this Contract Schedule 2 and each Party's compliance with it.