Common use of OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES Clause in Contracts

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the Term, the Service Provider shall provide to the Purchaser and/or its potential Replacement Service Providers (subject to the potential Replacement Service Providers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser of any invitation to tender and/or to facilitate any potential Replacement Service Providers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider up to the date of delivery of such Registers; an inventory of Purchaser Data in the Service Provider's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Employees required to be provided by the Service Provider under this Contract; and such other material and information as the Purchaser shall reasonably require, (together, the “Exit Information”). The Service Provider acknowledges that the Purchaser may disclose the Service Provider's Confidential Information to an actual or prospective Replacement Service Provider or any third party whom the Purchaser is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser may not under this paragraph 2.2 disclose any Service Provider’s Confidential Information which is information relating to the Service Provider’s or its Sub-contractors’ prices or costs). The Service Provider shall: notify the Purchaser within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance of any Services and shall consult with the Purchaser regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the Purchaser. The Service Provider may charge the Purchaser for its reasonable additional costs to the extent the Purchaser requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider (if the Service Provider is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees or those who may be Transferring Supplier Employees’ required to be provided by the Service Provider Supplier under this ContractCall Off Contract such information to include the Staffing Information as defined in Schedule 10 (Staff Transfer); and such other material and information as the Purchaser Customer shall reasonably require, (togetherTogether, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 115.2 of this Call Off Schedule 9 disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 116.2 of this Call Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Goods and/or Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licenceslicenses, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Goods and/or Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 130.2 of this Call Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Goods and/or Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider shall provide to the Purchaser Customer and/or its potential Replacement Service Providers (subject to the potential Replacement Service Providers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service Provider's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Service Provider Employees or those who may be Transferring Service Provider Employees’ required to be provided by the Service Provider under this ContractCall Off Contract such information to include the Staffing Information as defined in Schedule 10 (Staff Transfer); and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider acknowledges that the Purchaser Customer may disclose the Service Provider's Confidential Information to an actual or prospective Replacement Service Provider or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 89.2 of this Call Off Schedule 9 disclose any Service Provider’s Confidential Information which is information relating to the Service Provider’s or its Sub-contractorsContractors’ prices or costs). The Service Provider shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider (if the Service Provider is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Goods and/or Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Goods and/or Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 130.2 of this Call Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Goods and/or Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees or those who may be Transferring Supplier Employees’ required to be provided by the Service Provider Supplier under this ContractCall Off Contract such information to include the Staffing Information as defined in Schedule 10 (Staff Transfer); and such other material and information as the Purchaser Customer shall reasonably require, (togetherTogether, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 29.2 of this Call Off Schedule 9 disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the Term, the Service Provider Supplier shall provide to the Purchaser Authority and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Authority of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Authority Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation and novation; a list of on-going on‑going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this ContractAgreement; and such other material and information as the Purchaser Authority shall reasonably require, (together, the “"Exit Information”"). The Service Provider Supplier acknowledges that the Purchaser Authority may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Authority is considering engaging (subject to the potential Replacement Supplier or such third party entering into reasonable written confidentiality undertakings )to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Authority may not under this paragraph 2.2 3.2 disclose any Service Provider’s Supplier's Confidential Information which is information relating to the Service Provider’s Supplier's or its Sub-contractors’ Sub‑contractors' prices or costs). The Service Provider Supplier shall: notify the Purchaser Authority within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance of any Services and shall consult with the Purchaser Authority regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested as‑requested basis as soon as reasonably practicable and in any event within ten (10) 10 Working Days of a request in writing from the PurchaserAuthority. The Service Provider Supplier may charge the Purchaser Authority for its reasonable additional costs to the extent the Purchaser Authority requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees or those who may be Transferring Supplier Employees’ required to be provided by the Service Provider Supplier under this ContractCall Off Contract such information to include the Staffing Information as defined in Schedule 10 (Staff Transfer); and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 9 of this Call Off Schedule 9 disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider shall provide to the Purchaser Customer and/or its potential Replacement Service Providers (subject to the potential Replacement Service Providers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service Provider's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Service Provider Employees or those who may be Transferring Service Provider Employees’ required to be provided by the Service Provider under this ContractCall Off Contract such information to include the Staffing Information as defined in Schedule 10 (Staff Transfer); and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider acknowledges that the Purchaser Customer may disclose the Service Provider's Confidential Information to an actual or prospective Replacement Service Provider or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 81.2 of this Call Off Schedule 9 disclose any Service Provider’s Confidential Information which is information relating to the Service Provider’s or its Sub-contractorsContractors’ prices or costs). The Service Provider shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider (if the Service Provider is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 110.2 of this Call Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Goods and/or Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licenceslicenses, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Goods and/or Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 42.2 of this Call Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Goods and/or Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 20.2 of this Call Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees or those who may be Transferring Supplier Employees’ required to be provided by the Service Provider Supplier under this ContractCall Off Contract such information to include the Staffing Information as defined in Schedule 10 (Staff Transfer); and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 97.2 of this Call Off Schedule 9 disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Employees required to be provided by the Service Provider under this Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 45.2 of this Call Off Schedule 9 disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCommercial Agreement Period, the Service Provider Supplier shall provide to the Purchaser Authority, Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Authority and/or the Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Authority Data and Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Contractthe Enabling Agreement (to be provided by Customer or in any other format requested by the Authority); and such other material and information as the Purchaser Authority and/or Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Authority and the Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Authority and/or Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Authority and/or Customer may not under this paragraph 2.2 4.2 of this Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractor’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Authority and Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Authority and Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserAuthority and/or Customer, as applicable. The Service Provider Supplier may charge the Purchaser Authority and/or Customer, as applicable, for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Supplier shall ensure that the Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).

OBLIGATIONS TO ASSIST ON RE-TENDERING OF SERVICES. On reasonable notice at any point during the TermCall-Off Contract Period, the Service Provider Supplier shall provide to the Purchaser Customer and/or its potential Replacement Service Providers Suppliers (subject to the potential Replacement Service Providers Suppliers entering into reasonable written confidentiality undertakings), the following material and information in order to facilitate the preparation by the Purchaser Customer of any invitation to tender and/or to facilitate any potential Replacement Service Providers Suppliers undertaking due diligence: details of the Service(s); a copy of the Registers, updated by the Service Provider Supplier up to the date of delivery of such Registers; an inventory of Purchaser Customer Data in the Service ProviderSupplier's possession or control; details of any key terms of any third party contracts and licences, particularly as regards charges, termination, assignation assignment and novation; a list of on-going and/or threatened disputes in relation to the provision of the Services; to the extent permitted by applicable Law, all information relating to Outgoing Transferring Supplier Employees required to be provided by the Service Provider Supplier under this Call-Off Contract; and such other material and information as the Purchaser Customer shall reasonably require, (together, the “Exit Information”). The Service Provider Supplier acknowledges that the Purchaser Customer may disclose the Service ProviderSupplier's Confidential Information to an actual or prospective Replacement Service Provider Supplier or any third party whom the Purchaser Customer is considering engaging to the extent that such disclosure is necessary in connection with such engagement (except that the Purchaser Customer may not under this paragraph 2.2 95.10 of this Call-Off Schedule disclose any Service ProviderSupplier’s Confidential Information which is information relating to the Service ProviderSupplier’s or its Sub-contractorsContractors’ prices or costs). The Service Provider Supplier shall: notify the Purchaser Customer within five (5) Working Days of any material change to the Exit Information which may adversely impact upon the potential transfer and/or continuance provision of any Services and shall consult with the Purchaser Customer regarding such proposed material changes; and provide complete updates of the Exit Information on an as-requested basis as soon as reasonably practicable and in any event within ten (10) Working Days of a request in writing from the PurchaserCustomer. The Service Provider Supplier may charge the Purchaser Customer for its reasonable additional costs to the extent the Purchaser Customer requests more than four (4) updates in any six (6) month period. The Exit Information shall be accurate and complete in all material respects and the level of detail to be provided by the Service Provider Supplier shall be such as would be reasonably necessary to enable a third party to: prepare an informed offer for those Services; and not be disadvantaged in any subsequent procurement process compared to the Service Provider Supplier (if the Service Provider Supplier is invited to participate).