Common use of PRE-SERVICE TRANSFER OBLIGATIONS Clause in Contracts

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract ; the date which is twelve (12) Months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List and it shall provide an updated Suppliers Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Call Off Contract; the date which is twelve (1224) Months months before the end of the Termterm; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (3020) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractorcontractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 157.1 and 1.2 157.2 of Part D of this Call Off Schedule for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractorcontractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor contractor that all information provided pursuant to Paragraphs 1.1 157.1 and 1.2 157.2 of Part D of this Call Off Schedule shall be true and accurate in all material respects at the time of providing the information. . From the date of the earliest event referred to in Paragraph 1.1157.1 of Part D of this Call Off Schedule, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‑contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which the Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 1.1 The Supplier agrees that within twenty (20) Working Days of the earliest of: : 1.1.1 receipt of a notification from the Customer DFID of a Service Transfer or intended Service Transfer; ; 1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract ; Contract; 1.1.3 the date which is twelve (12) Months months before the end of the Term; and and 1.1.4 receipt of a written request of the Customer DFID at any time (provided that the Customer DFID shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. DFID. 1.2 At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer DFID or at the direction of the Customer DFID to any Replacement Supplier and/or any Replacement Sub-Contractor: Sub‐Contractor: 1.2.1 the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and and 1.2.2 the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer . 1.3 DFID shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. Sub‐Contractor. 1.4 The Supplier warrants, for the benefit of the CustomerDFID, any Replacement Supplier, and any Replacement Sub-Contractor Sub‐Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. . 1.5 From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor Sub‐Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer DFID (not to be unreasonably withheld or delayed): ): 1.5.1 replace or re-deploy re‐deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; ; 1.5.2 make, promise, propose propose, permit or permit implement any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; 1.5.3 increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; ; 1.5.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; ; 1.5.5 increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or or 1.5.6 terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor Sub‐Contractor shall promptly notify, the Customer DFID or, at the direction of the CustomerDFID, any Replacement Supplier and any Replacement Sub-Contractor Sub‐Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor Sub‐Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. . 1.6 During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‐Contractor shall provide, to the Customer DFID any information the Customer DFID may reasonably require relating to the manner in which Services are organised, which shall include: : 1.6.1 the numbers of employees engaged in providing the Services; ; 1.6.2 the percentage of time spent by each employee engaged in providing the Services; 1.6.3 the extent to which each employee qualifies for membership of any of the Schemes or any broadly comparable scheme set up pursuant to the provisions of paragraph 2.2 of the Annex (Pensions) to Part A of this Schedule 2 or paragraph 2.3 of the Annex (Pensions) to Part B of this Schedule 2 (as appropriate); and and 1.6.4 a description of the nature of the work undertaken by each employee by location. . 1.7 The Supplier shall provide, and shall procure that each Sub-Contractor Sub‐Contractor shall provide, all reasonable cooperation and assistance to the CustomerDFID, any Replacement Supplier and/or any Replacement Sub-Contractor Sub‐Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‐Contractor shall provide, to the Customer DFID or, at the direction of the CustomerDFID, to any Replacement Supplier and/or any Replacement Sub-Contractor Sub‐Contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: : 1.7.1 the most recent month's copy pay slip data; ; 1.7.2 details of cumulative pay for tax and pension purposes; ; 1.7.3 details of cumulative tax paid; ; 1.7.4 tax code; ; 1.7.5 details of any voluntary deductions from pay; and and 1.7.6 bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 18.1 The Supplier agrees that that, subject to compliance with the Data Protection Legislation: 18.1.1 within twenty (20) Working Days of the earliest of: : 18.1.1.1 receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or 18.1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract or any part thereof; or 18.1.1.3 the date which is twelve twenty four (1224) Months months before the end due expiry date of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period)this Contract, it shall provide in a suitably anonymised format so the Supplier's Provisional Staff List which the Supplier believes will transfer to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Supplier's Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. At ; 18.1.2 at least thirty ten (3014) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers Final case may be) a final list of Transferring Supplier Personnel List, Employees which shall identify which of transfer under TUPE (the Supplier Personnel are Transferring Supplier Employees“Supplier’s Final Staff List”); and and 18.1.3 the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 clause 18.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. 18.2 The Supplier’s Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier’s Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) and being mindful that the final "Personalised List" can change up to the date of transfer or in the absence of such individual's approval, the Supplier’s Final Staff List being suitably anonymised so as to comply with the DPA. 18.3 The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs 1.1 under clauses 18.1 and 1.2 18.2 of this Contract shall be true and accurate in all material respects at the time of providing the information. respects. 18.4 From the date of the earliest event referred to in Paragraph 1.1clauses 18.1.1.1 to 18.1.1.3 (inclusive), the Supplier agrees, for the benefit of the Customer and any Replacement Supplier, that it shall not, and agrees to procure that each its Sub-Contractor contractors shall not, assign any person to other than in the ordinary course of business, in respect of those employees engaged in the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): Services: 18.4.1 replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List such employee other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; expertise; 18.4.2 make, promise, propose or permit any material changes to the their terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; 18.4.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Staff save for fulfilling assignments and projects previously scheduled and agreed; ; 18.4.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List; and 18.4.5 increase or reduce the total number of employees so engaged, replace any Staff listed on the Supplier’s Provisional Staff List or deploy any other person to perform the Services (or the relevant part of the Services); part) or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier’s Provisional Supplier Personnel Staff List save for: 18.4.5.1 the execution of assigned operations as detailed in 18.4.3; and/or 18.4.5.2 replacing voluntary resignations or Staff terminated by due disciplinary process, process to satisfy the fulfilment of previously agreed work streams provided that any replacement is employed on the same terms and shall conditions of employment as the person he/she replaces; 18.5 The Supplier will promptly notify, and notify or as appropriate will procure that each the Sub-Contractor shall contractor will promptly notify, notify the Customer or, at the direction of the Customer, any the Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor any Subcontractor or received from any persons listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List regardless of when such notice takes effect. . 18.6 During the TermContract Period, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, will provide to the Customer any information the Customer may reasonably require relating to the manner in which Services are organisedany individual employed, which shall include: the numbers of employees assigned or engaged in providing the Services; Services (subject to any limitations imposed by the percentage of time spent DPA) including without limitation the Staffing Information and, upon reasonable request by each employee engaged in providing the Services; Customer and a description of subject only to any limitation imposed by the nature of DPA, the work undertaken by each employee by location. The Supplier shall will provide, and shall will procure that each Sub-Contractor shall its Subcontractors will provide, all reasonable cooperation and assistance to the Customer or at the request of the Customer, any the Replacement Supplier, with access (on reasonable notice and during normal working hours) to such employment records as the Customer reasonably requests and will allow the Customer or the Replacement Supplier and/or to have copies of any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five such documents. 18.7 Within seven (57) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, will provide to the Customer or, at the direction of the Customer, to or any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate)Supplier, in respect of each person on the Suppliers Supplier’s Final Supplier Personnel Staff List who is a Transferring Supplier Employee: : 18.7.1.1 the most recent monthMonth's copy pay slip data; ; 18.7.1.2 details of cumulative pay for tax and pension purposes; ; 18.7.1.3 details of cumulative tax paid; ; 18.7.1.4 tax code; ; 18.7.1.5 details of any voluntary deductions from pay; and and 18.7.1.6 bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 17.1 The Supplier agrees that that, subject to compliance with the Data Protection Legislation: 17.1.1 within twenty (20) Working Days of the earliest of: : 17.1.1.1 receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or 17.1.1.2 receipt of the giving of notice of early termination of this Lease Agreement or any Partial Termination of this Contract part thereof; or 17.1.1.3 the date which is twelve twenty four (1224) Months before the end due expiry date of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period)this Lease Agreement, it shall provide in a suitably anonymised format so the Supplier's Provisional Staff List which the Supplier believes will transfer to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Supplier's Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. At ; 17.1.2 at least thirty ten (3014) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers Final case may be) a final list of Transferring Supplier Personnel List, Employees which shall identify which of transfer under TUPE (the Supplier Personnel are Transferring Supplier Employees“Supplier’s Final Staff List”); and and 17.1.3 the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 clause 17.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. 17.2 The Supplier’s Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier’s Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) and being mindful that the final "Personalised List" can change up to the date of transfer or in the absence of such individual's approval, the Supplier’s Final Staff List being suitably anonymised so as to comply with the DPA. 17.3 The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs 1.1 under clauses 17.1 and 1.2 17.2 of this Lease Agreement shall be true and accurate in all material respects at the time of providing the information. respects. 17.4 From the date of the earliest event referred to in Paragraph 1.1clauses 17.1.1.1 to 17.1.1.3 (inclusive), the Supplier agrees, for the benefit of the Customer and any Replacement Supplier, that it shall not, and agrees to procure that each Sub-Contractor its Sub- contractors shall not, assign any person to other than in the ordinary course of business, in respect of those employees engaged in the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): Services: 17.4.1 replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List such employee other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; expertise; 17.4.2 make, promise, propose or permit any material changes to the their terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; 17.4.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Staff save for fulfilling assignments and projects previously scheduled and agreed; ; 17.4.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. 17.1 The Supplier agrees that that, subject to compliance with the Data Protection Legislation: 17.1.1 within twenty (20) Working Days of the earliest of: : 17.1.1.1 receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or 17.1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract or any part thereof; or 17.1.1.3 the date which is twelve twenty four (1224) Months before the end due expiry date of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period)this Contract, it shall provide in a suitably anonymised format so the Supplier's Provisional Staff List which the Supplier believes will transfer to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Supplier's Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. At ; 17.1.2 at least thirty ten (3010) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers Final case may be) a final list of Transferring Supplier Personnel List, Employees which shall identify which of transfer under TUPE (the Supplier Personnel are Transferring Supplier Employees“Supplier’s Final Staff List”); and and 17.1.3 the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 Clause 17.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. 17.2 The Supplier’s Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier’s Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) and being mindful that the final ’Personalised List’ can change up to the date of transfer or in the absence of such individual's approval, the Supplier’s Final Staff List being suitably anonymised so as to comply with the DPA. 17.3 The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs 1.1 under Clauses 17.1 and 1.2 17.2 of this Contract shall be true and accurate in all material respects at the time of providing the information. respects. 17.4 From the date of the earliest event referred to in Paragraph 1.1Clauses 17.1.1.1 to 17.1.1.3 (inclusive), the Supplier agrees, for the benefit of the Customer and any Replacement Supplier, that it shall not, and agrees to procure that each Sub-Contractor its Sub- Contractors shall not, assign any person to other than in the ordinary course of business, in respect of those employees engaged in the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): Services: 17.4.1 replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List such employee other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; expertise; 17.4.2 make, promise, propose or permit any material changes to the their terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; 17.4.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Staff save for fulfilling assignments and projects previously scheduled and agreed; ; 17.4.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. 17.1 The Supplier agrees that that, subject to compliance with the Data Protection Legislation: 17.1.1 within twenty (20) Working Days of the earliest of: : 17.1.1.1 receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or 17.1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract or any part thereof; or 17.1.1.3 the date which is twelve twenty four (1224) Months before the end due expiry date of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period)this Contract, it shall provide in a suitably anonymised format so the Supplier's Provisional Staff List which the Supplier believes will transfer to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Supplier's Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. At ; 17.1.2 at least thirty ten (3014) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers Final case may be) a final list of Transferring Supplier Personnel List, Employees which shall identify which of transfer under TUPE (the Supplier Personnel are Transferring Supplier Employees“Supplier’s Final Staff List”); and and 17.1.3 the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 clause 17.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. 17.2 The Supplier’s Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier’s Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) and being mindful that the final "Personalised List" can change up to the date of transfer or in the absence of such individual's approval, the Supplier’s Final Staff List being suitably anonymised so as to comply with the DPA. 17.3 The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs 1.1 under clauses 17.1 and 1.2 17.2 of this Contract shall be true and accurate in all material respects at the time of providing the information. respects. 17.4 From the date of the earliest event referred to in Paragraph 1.1clauses 17.1.1.1 to 17.1.1.3 (inclusive), the Supplier agrees, for the benefit of the Customer and any Replacement Supplier, that it shall not, and agrees to procure that each Sub-Contractor its Sub- contractors shall not, assign any person to other than in the ordinary course of business, in respect of those employees engaged in the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): Services: 17.4.1 replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List such employee other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; expertise; 17.4.2 make, promise, propose or permit any material changes to the their terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; 17.4.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Staff save for fulfilling assignments and projects previously scheduled and agreed; ; 17.4.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that that, subject to compliance with the Data Protection Legislation within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or receipt of the giving of notice of early termination or any Partial Termination of this Contract or any part thereof; the date which is twelve [twenty four (12) 24)] Months before the end due expiry date of the Termthis Contract; and or receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month Month period), it shall provide in a suitably anonymised format so the Supplier's Provisional Staff List to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Supplier's Provisional Supplier Personnel Staff List and where applicable updated Staffing Information at such intervals as are reasonably requested by the Customer. ; At least thirty [fourteen (30) 14)] Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers case may be): the Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; Staff List and the Staffing Information in relation to respect of all individuals on the Suppliers Supplier's Final Supplier Personnel List (insofar as such information has not previously been provided). The Staff List; and the Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 paragraph 2.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. The Supplier's Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier's Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) unless such consent is not required pursuant to the DPA, and being mindful that the final "Personalised List" can change up to the date of transfer or in the absence of such individual's approval (if required), the Supplier's Final Staff List being suitably anonymised so as to comply with the DPA. The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs under paragraph 1.1 and 1.2 of this Contract shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposesaccurate.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer Authority of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Contract; the date which is twelve (12) Months months before the end of the Term; and receipt of a written request of the Customer Authority at any time (provided that the Customer Authority shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPAData Protection Legislation, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerAuthority. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer Authority or at the direction of the Customer Authority to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer Authority shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the CustomerAuthority, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer Authority (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose propose, permit or permit implement any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer Authority or, at the direction of the CustomerAuthority, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer Authority any information the Customer Authority may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.;

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer Contracting Authority of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Call Off Contract; the date which is twelve (12) Months before the end of the Term; and receipt of a written request of the Customer Contracting Authority at any time (provided that the Customer Contracting Authority shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier’s Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier’s Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier’s Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerContracting Authority. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer Contracting Authority or at the direction of the Customer Contracting Authority to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Supplier’s Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer Contracting Authority shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the CustomerContracting Authority, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor Sub‑Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer Contracting Authority (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier’s Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier’s Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer Contracting Authority or, at the direction of the CustomerContracting Authority, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier’s Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‑Contractor shall provide, to the Customer Contracting Authority any information the Customer Contracting Authority may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor Sub‑Contractor shall provide, all reasonable cooperation and assistance to the CustomerContracting Authority, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer Contracting Authority or, at the direction of the CustomerContracting Authority, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Supplier’s Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Call Off Contract; the date which is twelve (12) Months months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor Sub‑Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‑Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor Sub‑Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 1.1 The Supplier Agency agrees that within twenty (20) Working Days of the earliest of: : 1.1.1 receipt of a notification from the Customer Client of a Service Transfer or intended Service Transfer; ; 1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract ; Call-Off Contract; 1.1.3 the date which is twelve (12) Months months before the end of the Term; and and 1.1.4 receipt of a written request of the Customer Client at any time (provided that the Customer Client shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Agency's Provisional Supplier Agency Personnel List, together with the Staffing Information in relation to the Suppliers Agency's Provisional Supplier Agency Personnel List and it shall provide an updated Suppliers Agency's Provisional Supplier Agency Personnel List at such intervals as are reasonably requested by the Customer. Client. 1.2 At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier Agency shall provide to the Customer Client or at the direction of the Customer Client to any Replacement Supplier Agency and/or any Replacement Sub-Contractor: : 1.2.1 the Suppliers Agency's Final Supplier Agency Personnel List, which shall identify which of the Supplier Agency Personnel are Transferring Supplier Agency Employees; and and 1.2.2 the Staffing Information in relation to the Suppliers Agency’s Final Supplier Agency Personnel List (insofar as such information has not previously been provided). . 1.3 The Customer Client shall be permitted to use and disclose information provided by the Supplier Agency under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier Agency and/or Replacement Sub-Contractor. . 1.4 The Supplier Agency warrants, for the benefit of the CustomerClient, any Replacement SupplierAgency, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) 20 Working Days of the earliest of: receipt of a notification from the Customer Authority of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Agreement; the date which is twelve (12) Months 12 months before the end of the Term; and receipt of a written request of the Customer Authority at any time (provided that the Customer Authority shall only be entitled to make one such request in any six (6) 6 month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerAuthority. At least thirty (30) 20 Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer Authority or at the direction of the Customer Authority to any Replacement Supplier and/or any Replacement Sub-Contractorcontractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer Authority shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 .1 and 1.2 .2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractorcontractor. The Supplier warrants, for the benefit of the CustomerAuthority, any Replacement Supplier, and any Replacement Sub-Contractor contractor that all information provided pursuant to Paragraphs 1.1 .1 and 1.2 .2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1..1(a), ..1(b) and ..1(c), the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer Authority (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose propose, permit or permit implement any material changes to the terms and conditions of employment of the Supplier Personnel (including pensions and any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor contractor shall promptly notify, the Customer Authority or, at the direction of the CustomerAuthority, any Replacement Supplier and any Replacement Sub-Contractor contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor contractor shall provide, to the Customer Authority any information the Customer Authority may reasonably require relating to the manner in which the Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; the extent to which each employee qualifies for membership of any of the Statutory Schemes or any Broadly Comparable scheme set up pursuant to the provisions of any of the Annexes to Part D (Pensions) of this Schedule 9 (Staff Transfer)(as appropriate); and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor contractor shall provide, all reasonable cooperation and assistance to the CustomerAuthority, any Replacement Supplier and/or any Replacement Sub-Contractor contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) 5 Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor contractor shall provide, to the Customer Authority or, at the direction of the CustomerAuthority, to any Replacement Supplier and/or any Replacement Sub-Contractor contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract ; the date which is twelve (12) Months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List and it shall provide an updated Suppliers Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer DFID of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Contract; the date which is twelve (12) Months months before the end of the Term; and receipt of a written request of the Customer DFID at any time (provided that the Customer DFID shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerDFID. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer DFID or at the direction of the Customer DFID to any Replacement Supplier and/or any Replacement Sub-ContractorSub‐Contractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer DFID shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-ContractorSub‐Contractor. The Supplier warrants, for the benefit of the CustomerDFID, any Replacement Supplier, and any Replacement Sub-Contractor Sub‐Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor Sub‐Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer DFID (not to be unreasonably withheld or delayed): replace or re-deploy re‐deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose propose, permit or permit implement any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor Sub‐Contractor shall promptly notify, the Customer DFID or, at the direction of the CustomerDFID, any Replacement Supplier and any Replacement Sub-Contractor Sub‐Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor Sub‐Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‐Contractor shall provide, to the Customer DFID any information the Customer DFID may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by extent to which each employee engaged in providing qualifies for membership of any of the ServicesSchemes or any broadly comparable scheme set up pursuant to the provisions of paragraph 2.2 of the Annex (Pensions) to Part A of this Schedule 2 or paragraph 2.3 of the Annex (Pensions) to Part B of this Schedule 2 (as appropriate); and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor Sub‐Contractor shall provide, all reasonable cooperation and assistance to the CustomerDFID, any Replacement Supplier and/or any Replacement Sub-Contractor Sub‐Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‐Contractor shall provide, to the Customer DFID or, at the direction of the CustomerDFID, to any Replacement Supplier and/or any Replacement Sub-Contractor Sub‐Contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Lease Agreement; the date which is twelve (12) Months months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor Sub‑Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‑Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which the Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor Sub‑Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 17.1 The Supplier agrees that that, subject to compliance with the Data Protection Legislation: 17.1.1 within twenty (20) Working Days of the earliest of: : 17.1.1.1 receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or 17.1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract or any part thereof; or 17.1.1.3 the date which is twelve twenty four (1224) Months before the end due expiry date of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period)this Contract, it shall provide in a suitably anonymised format so the supplier's provisional staff list which the Supplier believes will transfer to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Provisional Supplier Personnel List Supplier's provisional staff list at such intervals as are reasonably requested by the Customer. At ; 17.1.2 at least thirty ten (3010) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers Final case may be) a final list of Transferring Supplier Personnel List, Employees which shall identify which of transfer under TUPE (the Supplier Personnel are Transferring Supplier Employees“Supplier’s Final Staff List”); and and 17.1.3 the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 Clause 17.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. 17.2 The Supplier’s Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier’s Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) and being mindful that the final ’Personalised List’ can change up to the date of transfer or in the absence of such individual's approval, the Supplier’s Final Staff List being suitably anonymised so as to comply with the DPA. 17.3 The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs 1.1 under Clauses 17.1 and 1.2 17.2 of this Contract shall be true and accurate in all material respects at the time of providing the information. respects. 17.4 From the date of the earliest event referred to in Paragraph 1.1Clauses 17.1.1.1 to 17.1.1.3 (inclusive), the Supplier agrees, for the benefit of the Customer and any Replacement Supplier, that it shall not, and agrees to procure that each Sub-Contractor its Sub- Contractors shall not, assign any person to other than in the ordinary course of business, in respect of those employees engaged in the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): Services: 17.4.1 replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List such employee other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; expertise; 17.4.2 make, promise, propose or permit any material changes to the their terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; 17.4.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Staff save for fulfilling assignments and projects previously scheduled and agreed; ; 17.4.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. 4.1 The Supplier Contractor agrees that, subject to compliance with the Data Protection Legislation that within twenty (20) Working Days days of the earliest of: : 4.1.1 receipt of a notification from the Customer Authority of a Service Transfer or intended Service Transfer; or 4.1.2 receipt of the giving of notice of early termination of this Agreement or any Partial Termination of this Contract part thereof; or 4.1.3 the date which is twelve (12) Months eighteen months before the end expiry of the Termthis Agreement; and or 4.1.4 receipt of a written request of the Customer Authority at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period)time, it shall provide in a suitably anonymised format so as to will comply with Regulation 11 of the DPAEmployment Regulations and will provide to the Authority the employee liability information set out under Regulation 11 of the Employment Regulations and will, in particular, provide the Suppliers Contractor’s Provisional Supplier Personnel List, together with Staff List and the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List Authority or, at the direction of the Authority, to a Replacement Contractor and it shall will provide an updated Suppliers Contractor’s Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. At Authority or Replacement Contractor; 4.1.5 at least thirty (30) Working Days fourteen days prior to the Service Transfer Date, the Supplier Contractor shall prepare (subject to compliance with Data Protection Legislation) and provide or, as appropriate, procure that the Contractor Party shall prepare and provide, to the Customer or Authority or, at the direction of the Customer Authority, to any the Replacement Supplier and/or any Replacement Sub-Contractor: , the Suppliers Contractor’s Final Supplier Personnel Staff List, which shall be complete and accurate. The Contractor’s Final Staff List shall identify which of the Supplier Contractor Personnel named are Transferring Supplier Employees; and ; 4.1.6 subject to compliance with the Staffing Information in relation to Data Protection Legislation, the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer Authority shall be permitted to use and disclose the Contractor’s Provisional Staff List, the Contractor’s Final Staff List and the Staffing Information for informing any tenderer or other prospective Replacement Contractor for any services which are substantially the same type of services (or any part thereof) as the Services, provided that the Authority imposes on such third party obligations of confidence that are no less onerous than the Authority has to the Contractor in relation to that information provided and the Authority shall use its reasonable endeavours to procure that the Replacement Contractor shall sign confidentiality provisions that are acceptable to the Contractor; and 4.1.7 upon reasonable request by the Supplier under Paragraphs 1.1 Authority and 1.2 for subject to compliance with the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrantsData Protection Legislation, for the benefit Contractor shall provide, and shall procure that each Contractor Party shall provide, the Authority or at the request of the CustomerAuthority, the Replacement Contractor, with access (on reasonable notice and during normal working hours) to such employment records as the Authority reasonably requests and will allow the Authority or the Replacement Contractor to have copies of any Replacement Suppliersuch documents. 4.2 The Contractor warrants that the Contractor’s Provisional Staff List, the Contractor’s Final Staff List and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall the Staffing Information will be true and accurate in all material respects at the time of providing the information. respects. 4.3 From the date of the earliest event referred to in Paragraph 1.1paragraphs 4.1.1 to 4.1.4, the Supplier agrees, Contractor agrees that it shall will not, and agrees to procure that each Sub-Contractor shall Party will not, other than in the ordinary course of business, assign any person to the provision of the Services (or the relevant part) which is the subject of a Service Transfer who is not listed on in the Suppliers Contractor’s Provisional Supplier Personnel Staff List and shall not will not, other than in the ordinary course of business, without the approval prior written consent of the Customer Authority (such consent not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel ): 4.3.1 increase the total number of employees listed on the Supplier Contractor’s Provisional Supplier Personnel List other than where any replacement is of equivalent gradeStaff List, skills, experience save for fulfilling assignments and expertise projects previously scheduled and is employed on the same terms and conditions of employment as the person he/she replaces; agreed; 4.3.2 make, promise, propose or permit any material changes to the terms and conditions of employment of any employees listed on the Supplier Personnel (including any payments connected with the termination of employment); Contractor’s Provisional Staff List; 4.3.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Contractor Personnel, save for fulfilling assignments and projects previously scheduled and agreed; ; 4.3.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Contractor’s Provisional Supplier Staff List; 4.3.5 replace any Contractor Personnel List; increase or reduce listed on the total number of employees so engaged, Contractor’s Provisional Staff List or deploy any other person to perform the Services (or the relevant part part) or increase the number of the Services); employees or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Contractor’s Provisional Supplier Personnel List save by due disciplinary processStaff List; and 4.3.6 the Contractor will promptly notify or, and shall promptly notifyas appropriate, and will procure that each Sub-the Contractor shall Party will promptly notify, the Customer Authority or, at the direction of the CustomerAuthority, any the Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier Contractor or relevant Sub-any Contractor Party or received from any persons listed on the Suppliers Contractor’s Provisional Supplier Personnel Staff List regardless of when such notice takes effect. During . 4.4 At least fourteen days before the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the expected Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, will provide to the Customer or, at the direction of the Customer, to Authority or any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate)Contractor, in respect of each person (subject to compliance with Data Protection Legislation) on the Suppliers Contractor’s Final Supplier Personnel List who is a Transferring Supplier Employee: the Staff List: 4.4.1 most recent month's ’s copy pay slip data; details of ; 4.4.2 cumulative pay for tax and pension purposes; details of ; 4.4.3 cumulative tax paid; ; 4.4.4 tax code; details of any ; 4.4.5 voluntary deductions from pay; and and 4.4.6 bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Contract; the date which is twelve (12) Months months before the end of the Term; and receipt of a written request of the Customer FCDO at any time (provided that the Customer FCDO shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerFCDO. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer FCDO or at the direction of the Customer FCDO to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer FCDO shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the CustomerFCDO, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer FCDO (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose propose, permit or permit implement any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer FCDO or, at the direction of the CustomerFCDO, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer FCDO any information the Customer FCDO may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by extent to which each employee engaged in providing qualifies for membership of any of the ServicesSchemes or any broadly comparable scheme set up pursuant to the provisions of paragraph 2.2 of the Annex (Pensions) to Part A of this Schedule 2 or paragraph 2.3 of the Annex (Pensions) to Part B of this Schedule 2 (as appropriate); and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the CustomerFCDO, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer FCDO or, at the direction of the CustomerFCDO, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 1.1 The Supplier agrees that within twenty (20) Working Days of the earliest of: : 1.1.1 receipt of a notification from the Customer DFID of a Service Transfer or intended Service Transfer; ; 1.1.2 receipt of the giving of notice of early termination or any Partial Termination of this Contract ; Contract; 1.1.3 the date which is twelve (12) Months months before the end of the Term; and and 1.1.4 receipt of a written request of the Customer DFID at any time (provided that the Customer DFID shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. DFID. 1.2 At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer DFID or at the direction of the Customer DFID to any Replacement Supplier and/or any Replacement Sub-Contractor: Sub‐Contractor: 1.2.1 the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and and 1.2.2 the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer . 1.3 DFID shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. Sub‐Contractor. 1.4 The Supplier warrants, for the benefit of the CustomerDFID, any Replacement Supplier, and any Replacement Sub-Contractor Sub‐Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) 20 Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Agreement; the date which is twelve (12) Months 12 months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) 6 month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) 30 Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractorcontractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractorcontractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.11.1(a), 1.1(b) and 1.1(c), the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor Sub‑contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor Sub‑contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which the Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor Sub‑contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) 5 Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Legal Services Contract; the date which is twelve (12) Months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month Month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose propose, permit or permit implement any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Ordered Panel Services (or the relevant part of the Ordered Panel Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Ordered Panel Services (or the relevant part of the Ordered Panel Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Ordered Panel Services are organised, which shall include: the numbers of employees engaged in providing the Ordered Panel Services; the percentage of time spent by each employee engaged in providing the Ordered Panel Services; the extent to which each employee qualifies for membership of any of the Schemes or any broadly comparable scheme set up pursuant to the provisions of paragraph 2.2 of the Annex (Pensions) to Part A of this Contract Schedule 3 or paragraph 2.3 of the Annex (Pensions) to Part B of this Contract Schedule 3 (as appropriate); and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Supplier's Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract ; the date which is twelve (12) Months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List and it shall provide an updated Suppliers Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 11.1 The Supplier agrees Contractor agrees, subject to compliance with the Data Protection Legislation that within twenty (20) 20 Working Days of the earliest of: : 11.1.1 receipt of a notification from the Customer Authority of a Service Transfer or intended Service Transfer; or 11.1.2 receipt of the giving of notice of early termination of this Agreement or any Partial Termination of this Contract part thereof; or 11.1.3 the date which is twelve (12) Months is12 months before the end of the Term; and or 11.1.4 receipt of a written request of the Customer Authority at any time (provided that the Customer Authority shall only be entitled to make one such request in any six (6) month period), it shall will provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Contractor's Provisional Supplier Personnel List, together with Staff List and the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List Authority or, at the direction of the Authority, to a Replacement Contractor and it shall will provide an updated Suppliers Contractor's Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. Authority. 11.2 At least thirty (30) [14] Working Days prior to the Service Transfer Date, the Supplier Contractor shall provide prepare (subject to compliance with Data Protection Legislation) and provide, or as appropriate procure that the Contractor Party shall prepare and provide, to the Customer or Authority or, at the direction of the Customer to any Authority or the Replacement Supplier and/or any Replacement Sub-Contractor: , the Suppliers Contractor's Final Supplier Personnel Staff List, which shall be complete and accurate in all material respects. The Contractor's Final Staff List shall identify which of the Supplier Contractor Personnel named are Transferring Supplier Employees; and . The provision of personal data regarding those individuals detailed on the Staffing Information in relation Contractor's Final Staff List is subject to the Suppliers consent of such individuals (which the Contractor shall use its reasonable endeavours to obtain) and being mindful that the final "Personalised List" can change up to the date of transfer or in the absence of such individual's approval, the Contractor's Final Supplier Personnel Staff List (insofar being suitably anonymised so as such information has not previously been provided). The Customer to comply with Data Protection Legislation. 11.3 Subject to compliance with the Data Protection Legislation, the Authority shall be permitted to use and disclose information the Contractor's Provisional Staff List, the Contractor's Final Staff List and the Staffing Information for informing any tenderer or other prospective Replacement Contractor for any services which are substantially the same type of services (or any part thereof) as the Services, provided that the Authority imposes on such third party obligations of confidence that are no less onerous than the Authority has to the Contractor in relation to that information. 11.4 Upon reasonable request by the Supplier under Paragraphs 1.1 Authority and 1.2 for subject to compliance with the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrantsData Protection Legislation, for the benefit Contractor shall provide, and shall procure that each Contractor Party shall provide, the Authority or at the request of the CustomerAuthority, the Replacement Contractor, with access (on reasonable notice and during normal working hours) to such employment records as the Authority reasonably requests and will allow the Authority or the Replacement Contractor to have copies of any Replacement Suppliersuch documents. 11.5 The Contractor warrants that the Contractor's Provisional Staff List, the Contractor's Final Staff List and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall the Staffing Information will be true and accurate in all material respects at the time of providing the information. respects. 11.6 From the date of the earliest event referred to in Paragraph 1.1paragraphs 11.1.1 to 11.1.3 above, the Supplier agrees, Contractor agrees that it shall will not, and agrees to procure that each Sub-Contractor shall Party will not, other than in the ordinary course of business, assign any person to the provision of the Services (or the relevant part) which is the subject of a Service Transfer who is not listed on in the Suppliers Contractor's Provisional Supplier Personnel Staff List and shall not will not, other than in the ordinary course of business, without the approval prior written consent of the Customer Authority (such consent not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel ): 11.6.1 increase the total number of employees listed on the Supplier Contractor's Provisional Supplier Personnel Staff List other than where any replacement is of equivalent grade, skills, experience save for fulfilling assignments and expertise projects previously scheduled and is employed on the same terms and conditions of employment as the person he/she replaces; agreed; 11.6.2 make, promise, propose or permit any material changes to the terms and conditions of employment of any employees listed on the Supplier Personnel (including any payments connected with the termination of employment); Contractor's Provisional Staff List; 11.6.3 increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Contractor Personnel save for fulfilling assignments and projects previously scheduled and agreed; ; 11.6.4 introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Contractor's Provisional Supplier Staff List; 11.6.5 replace any Contractor Personnel List; increase or reduce listed on the total number of employees so engaged, Contractor's Provisional Staff List or deploy any other person to perform the Services (or the relevant part of the Services); part) or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Contractor's Provisional Supplier Personnel Staff List save for: 11.6.5.1 the execution of assigned operations as detailed in 11.6.1 and 11.6.3; and/or 11.6.5.2 replacing voluntary resignations or staff terminated by due disciplinary process, process to satisfy the fulfilment of previously agreed work streams provided that any replacement is employed on the same terms and shall conditions of employment as the person he/she replaces; and 11.6.6 the Contractor will promptly notify, and notify or as appropriate will procure that each Sub-the Contractor shall Party will promptly notify, notify the Customer Authority or, at the direction of the CustomerAuthority, any the Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier Contractor or relevant Sub-any Contractor Party or received from any persons listed on the Suppliers Contractor's Provisional Supplier Personnel Staff List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) . 11.7 Within [seven] Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, will provide to the Customer or, at the direction of the Customer, to Authority or any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate)Contractor, in respect of each person on the Suppliers Contractor's Final Supplier Personnel Staff List who is a Transferring Supplier Employee: : 11.7.1 the most recent month's copy pay slip data; ; 11.7.2 details of cumulative pay for tax and pension purposes; ; 11.7.3 details of cumulative tax paid; ; 11.7.4 tax code; ; 11.7.5 details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and

PRE-SERVICE TRANSFER OBLIGATIONS. The 1. 1The Supplier agrees that within twenty (20) 20 Working Days of the earliest of: receipt : 1.1. 1receipt of a notification from the Customer Authority of a Service Transfer or intended Service Transfer; receipt ; 1.1. 2receipt of the giving of notice of early termination or any Partial Termination of this Contract ; the Agreement; 1.1. 3the date which is twelve (12) Months months before the end of the Term; and receipt and 1.1. 4receipt of a written request of the Customer Authority at any time (provided that the Customer Authority shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPA, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerAuthority. 1. At 2At least thirty (30) twenty 20 Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer Authority or at the direction of the Customer Authority to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers contractor: 1.2. 1the Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the and 1.2. 2the Staffing Information in relation to the Suppliers Supplier's Final Supplier Personnel List (insofar as such information has not previously been provided). 1. The Customer 3The Authority shall be permitted to use and disclose information provided by the Supplier under Paragraphs paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractorcontractor. 1. The 4The Supplier warrants, for the benefit of the CustomerAuthority, any Replacement Supplier, and any Replacement Sub-Contractor contractor that all information provided pursuant to Paragraphs paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. 1. From 5From the date of the earliest event referred to in Paragraph 1.1paragraph 1.1.1, 1.1.2 and 1.1.3, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier's Provisional Supplier Personnel List and shall not without the approval of the Customer Authority (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.):

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that that, subject to compliance with the Data Protection Legislation within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; or receipt of the giving of notice of early termination or any Partial Termination of this Contract or any part thereof; the date which is twelve [twenty four (12) 24)] Months before the end due expiry date of the Termthis Contract; and or receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month Month period), it shall provide in a suitably anonymised format so the Supplier's Provisional Staff List which the Supplier believes will transfer to the Customer or the Replacement Supplier (as to comply with the DPA, the Suppliers Provisional Supplier Personnel Listcase may be), together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List such employees and it shall will provide an updated Suppliers Supplier's Provisional Supplier Personnel Staff List at such intervals as are reasonably requested by the Customer. ; At least thirty fourteen (3014) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer for itself or at the direction on behalf of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: (as the Suppliers Final case may be): a final list of Transferring Supplier Personnel List, Employees which shall identify which of transfer under TUPE (the Supplier Personnel are Transferring Supplier Employees"Supplier's Final Staff List"); and the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 paragraph 32.1 for the purpose of informing any tenderer or other prospective Replacement Supplier and/or Replacement Sub-Contractorfor any services which are substantially the same type of services (or any part thereof) as the Services. The Supplier's Final Staff List will identify which of the Staff named are Transferring Supplier Employees. The provision of personal data regarding those individuals detailed on the Supplier's Final Staff List is subject to the consent of such individuals (which the Supplier will use its reasonable endeavours to obtain) and being mindful that the final "Personalised List" can change up to the date of transfer or in the absence of such individual's approval, the Supplier's Final Staff List being suitably anonymised so as to comply with the DPA. The Supplier warrants, for the benefit of the Customer, Customer and any Replacement Supplier, and any Replacement Sub-Contractor that all the information provided pursuant to Paragraphs 1.1 under paragraphs 32.1 and 1.2 32.2 of this Contract shall be true and accurate in all material respects at the time of providing the informationrespects. From the date of the earliest event referred to in Paragraph 1.1paragraphs 32.1.1.1 to 32.1.1.2 (inclusive), the Supplier agrees, that it shall not, and agrees to procure that each its Sub-Contractor Contractors shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel Staff List and shall not without the approval Approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel Supplier’s Staff listed on the Supplier Provisional Supplier Personnel Staff List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replacesexpertise; make, promise, propose or permit any material changes to the their terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Servicespart) by any of the Supplier Personnel Staff save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel Staff List; and increase or reduce the total number of employees so engaged, replace any Staff listed on the Supplier's Provisional Staff List or deploy any other person to perform the Services (or the relevant part of the Services); part) or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel Staff List save for: the execution of assigned operations as detailed in 5.3; and/or replacing voluntary resignations, Staff absence due to maternity leave, death, retirement or ill-health or Staff terminated by due disciplinary process, process to satisfy the fulfilment of previously agreed work streams provided that any replacement is employed on the same terms and shall conditions of employment as the person he/she replaces; and the Supplier will promptly notify, and notify or as appropriate will procure that each the Sub-Contractor shall will promptly notify, notify the Customer or, at the direction of the Customer, any the Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant any Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel Staff List regardless of when such notice takes effect. During the TermContract Period, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, will provide to the Customer any information the Customer may reasonably require relating to the manner in which Services are organisedany individual employed, which shall include: the numbers of employees assigned or engaged in providing the Services; Services (subject to any limitations imposed by the percentage of time spent DPA) including without limitation the Staffing Information and, upon reasonable request by each employee engaged in providing the Services; Customer and a description of subject only to any limitation imposed by the nature of DPA, the work undertaken by each employee by location. The Supplier shall will provide, and shall will procure that each its Sub-Contractor shall Contractors will provide, all reasonable cooperation and assistance to the Customer or at the request of the Customer, any the Replacement Supplier, with access (on reasonable notice and during normal working hours) to such employment records as the Customer reasonably requests and will allow the Customer or the Replacement Supplier and/or to have copies of any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriatesuch documents. Without prejudice to the generality of the foregoing, within five Within seven (57) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, will provide to the Customer or, at the direction of the Customer, to or any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate)Supplier, in respect of each person on the Suppliers Supplier's Final Supplier Personnel Staff List who is a Transferring Supplier Employee: the most recent monthMonth's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. 1.1. The Supplier agrees that within twenty (20) Working 20 Business Days of the earliest of: : (a) receipt of a notification from the Customer Council of a Service Transfer or intended Service Transfer; ; (b) receipt of the giving of notice of early termination or any Partial Termination of this Contract ; Agreement; (c) the date which is twelve (12) Months 12 months before the end of the Term; and and (d) receipt of a written request of the Customer Council at any time (provided that the Customer Council shall only be entitled to make one such request in any six (6) month period), ) it shall provide in a suitably anonymised format so as to comply with the DPAData Protection Xxx 0000 legislation, the Suppliers Supplier's Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Supplier's Provisional Supplier Personnel List and it shall provide an updated Suppliers Supplier's Provisional Supplier Personnel List at such intervals as are reasonably requested by the CustomerCouncil. 1.2. At least thirty (30) Working 28 Business Days prior to the Service Transfer Date, the Supplier shall provide to the Customer Council or at the direction of the Customer Council to any Replacement Supplier and/or any Replacement Sub-Contractor: : (a) the Suppliers Supplier's Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and and (b) the Staffing Information in relation to the Suppliers Supplier’s Final Supplier Personnel List (insofar as such information has not previously been provided). 1.3. The Customer Council shall be permitted to use and disclose information provided by the Supplier under Paragraphs paragraph 1.1 and paragraph 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. 1.4. The Supplier warrants, for the benefit of the CustomerCouncil, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs paragraph 1.1 and paragraph 1.2 shall be true and accurate in all material respects at the time of providing the information. 1.5. From the date of the earliest event referred to in Paragraph 1.1paragraph 1.1(a), paragraph 1.1(b) and paragraph 1.1(c), the Supplier agrees, that it shall not, and agrees to procure that each Sub-Sub- Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Supplier’s Provisional Supplier Personnel List and shall not without the approval of the Customer Council (not to be unreasonably withheld or delayed): ): (a) replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; ; (b) make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); ; (c) increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; ; (d) introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Supplier's Provisional Supplier Personnel List; ; (e) increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or or (f) terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Supplier's Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer Council or, at the direction of the CustomerCouncil, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Supplier's Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.

PRE-SERVICE TRANSFER OBLIGATIONS. The Supplier agrees that within twenty (20) Working Days of the earliest of: receipt of a notification from the Customer of a Service Transfer or intended Service Transfer; receipt of the giving of notice of early termination or any Partial Termination of this Contract Contract; the date which is twelve (12) Months before the end of the Term; and receipt of a written request of the Customer at any time (provided that the Customer shall only be entitled to make one such request in any six (6) month period), it shall provide in a suitably anonymised format so as to comply with the DPAData Protection Legislation, the Suppliers Provisional Supplier Personnel List, together with the Staffing Information in relation to the Suppliers Provisional Supplier Personnel List and it shall provide an updated Suppliers Provisional Supplier Personnel List at such intervals as are reasonably requested by the Customer. At least thirty (30) Working Days prior to the Service Transfer Date, the Supplier shall provide to the Customer or at the direction of the Customer to any Replacement Supplier and/or any Replacement Sub-Contractor: the Suppliers Final Supplier Personnel List, which shall identify which of the Supplier Personnel are Transferring Supplier Employees; and the Staffing Information in relation to the Suppliers Final Supplier Personnel List (insofar as such information has not previously been provided). The Customer shall be permitted to use and disclose information provided by the Supplier under Paragraphs 1.1 and 1.2 for the purpose of informing any prospective Replacement Supplier and/or Replacement Sub-Contractor. The Supplier warrants, for the benefit of the Customer, any Replacement Supplier, and any Replacement Sub-Contractor that all information provided pursuant to Paragraphs 1.1 and 1.2 shall be true and accurate in all material respects at the time of providing the information. From the date of the earliest event referred to in Paragraph 1.1, the Supplier agrees, that it shall not, and agrees to procure that each Sub-Contractor shall not, assign any person to the provision of the Services who is not listed on the Suppliers Provisional Supplier Personnel List and shall not without the approval of the Customer (not to be unreasonably withheld or delayed): replace or re-deploy any Supplier Personnel listed on the Supplier Provisional Supplier Personnel List other than where any replacement is of equivalent grade, skills, experience and expertise and is employed on the same terms and conditions of employment as the person he/she replaces; make, promise, propose or permit any material changes to the terms and conditions of employment of the Supplier Personnel (including any payments connected with the termination of employment); increase the proportion of working time spent on the Services (or the relevant part of the Services) by any of the Supplier Personnel save for fulfilling assignments and projects previously scheduled and agreed; introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any employees listed on the Suppliers Provisional Supplier Personnel List; increase or reduce the total number of employees so engaged, or deploy any other person to perform the Services (or the relevant part of the Services); or terminate or give notice to terminate the employment or contracts of any persons on the Suppliers Provisional Supplier Personnel List save by due disciplinary process, and shall promptly notify, and procure that each Sub-Contractor shall promptly notify, the Customer or, at the direction of the Customer, any Replacement Supplier and any Replacement Sub-Contractor of any notice to terminate employment given by the Supplier or relevant Sub-Contractor or received from any persons listed on the Suppliers Provisional Supplier Personnel List regardless of when such notice takes effect. During the Term, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer any information the Customer may reasonably require relating to the manner in which Services are organised, which shall include: the numbers of employees engaged in providing the Services; the percentage of time spent by each employee engaged in providing the Services; and a description of the nature of the work undertaken by each employee by location. The Supplier shall provide, and shall procure that each Sub-Contractor shall provide, all reasonable cooperation and assistance to the Customer, any Replacement Supplier and/or any Replacement Sub-Contractor to ensure the smooth transfer of the Transferring Supplier Employees on the Service Transfer Date including providing sufficient information in advance of the Service Transfer Date to ensure that all necessary payroll arrangements can be made to enable the Transferring Supplier Employees to be paid as appropriate. Without prejudice to the generality of the foregoing, within five (5) Working Days following the Service Transfer Date, the Supplier shall provide, and shall procure that each Sub-Contractor shall provide, to the Customer or, at the direction of the Customer, to any Replacement Supplier and/or any Replacement Sub-Contractor (as appropriate), in respect of each person on the Suppliers Final Supplier Personnel List who is a Transferring Supplier Employee: the most recent month's copy pay slip data; details of cumulative pay for tax and pension purposes; details of cumulative tax paid; tax code; details of any voluntary deductions from pay; and bank/building society account details for payroll purposes.and