TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 of this Contract Schedule 10, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers obligations under paragraph 7.1.3 of this Contract Schedule 10, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 5 contracts
Samples: Call Off Contract Terms for Apprenticeships Training Dynamic Marketplace (Rm6102), Call Off Contract Terms for Apprenticeships Training Dynamic Marketplace (Rm6102), Call Off Contract Terms for Apprenticeships Training Dynamic Marketplace (Rm6102)
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 132.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 133.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3133.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 133.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 133.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Change Control Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 4 contracts
Samples: Call Off Order Form and Call Off Terms, Call Off Order Form, Call Off Order Form and Call Off Terms
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 117.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 118.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3118.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 118.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 118.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 3 contracts
Samples: Call Off Contract, Call Off Contract, Call Off Order Form and Call Off Terms for Goods and/or Services (Non Ict)
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 117.1 of this Contract Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 118.1.2 of this Contract Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3118.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers obligations under paragraph 7.1.3 118.1.3 of this Contract Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 118.1.2 of this Contract Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 3 contracts
Samples: Contract Order Form and Contract Terms, Contract Order Form and Contract Terms for Goods and/or Services (Non Ict), Contract Order Form and Contract Terms
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 118.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 119.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3119.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 119.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 119.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 3 contracts
Samples: Call Off Contract, Call Off Contract, Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 117.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 118.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3118.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 118.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 118.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 3 contracts
Samples: Call Off Contract, Call Off Terms for Services, Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 9.17 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 9.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.39.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 9.20.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 9.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 2 contracts
Samples: Call Off Contract, Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 122.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 123.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3123.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 123.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 123.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 2 contracts
Samples: Call Off Agreement, Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 31.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 32.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.332.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 32.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 32.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 2 contracts
Samples: Call Off Terms for Services, Call Off Terms for Services
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 23.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 24.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.324.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 24.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 24.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Occupational Health and Employee Assistance Programme Services Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 12.17 of this Contract Lease Agreement Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract Lease Agreement and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 12.20.2 of this Contract Lease Agreement Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.312.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 12.20.3 of this Contract Lease Agreement Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 12.20.2 of this Contract Lease Agreement Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Lease Agreement
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 12.17 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 12.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.312.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 12.20.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 12.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 44.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 45.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.345.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 45.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 45.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Change Control Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, Period the Supplier shall: continue to provide the Goods and/or Services Deliverables (as applicable) and otherwise perform its obligations under this Contract and, if required by the Customer pursuant to paragraph 6.1 of this Contract Schedule 10Buyer, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer Buyer and/or its Replacement Supplier any reasonable assistance and/or access requested by the Customer to allow the Goods Buyer and/or Services to continue without interruption following the termination or expiry of this Contract and its Replacement Supplier including assistance and/or access to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services Deliverables to the Customer Buyer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 without additional costs to the CustomerBuyer; subject to Paragraph 6.3, provide the Goods and/or Services Deliverables and the Termination Assistance at no detriment to the Performance Indicators (PI’s) or Service Level Performance MeasuresLevels, save the provision of the Management Information or any other reports nor to any other of the extent that the Parties agree otherwise in accordance with paragraph 7.3Supplier's obligations under this Contract; and at the CustomerBuyer's request and on reasonable notice, deliver up-to-date Registers to the CustomerBuyer; seek the Buyer's prior written consent to access any Buyer Premises from which the de-installation or removal of Supplier Assets is required. Without prejudice to the Suppliers obligations under paragraph 7.1.3 of this Contract Schedule 10, if If it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 Paragraph 6.1.2 without additional costs to the CustomerBuyer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the CustomerBuyer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s)Levels, the Parties shall vary the relevant Service Level Performance Measure(s) Levels and/or the applicable Service Credits accordingly. The Supplier shall comply with all of its obligations contained in the Exit Plan. Upon termination or expiry or at the end of the Termination Assistance Period (or earlier if this does not adversely affect the Supplier's performance of the Deliverables and the Termination Assistance), the Supplier shall: vacate any Buyer Premises; remove the Supplier Equipment together with any other materials used by the Supplier to take account supply the Deliverables and shall leave the Sites in a clean, safe and tidy condition. The Supplier is solely responsible for making good any damage to the Sites or any objects contained thereon, other than fair wear and tear, which is caused by the Supplier; provide access during normal working hours to the Buyer and/or the Replacement Supplier for up to twelve (12) Months after expiry or termination to: such information relating to the Deliverables as remains in the possession or control of the Supplier; and such adverse effectmembers of the Supplier Staff as have been involved in the design, development and provision of the Deliverables and who are still employed by the Supplier, provided that the Buyer and/or the Replacement Supplier shall pay the reasonable costs of the Supplier actually incurred in responding to such requests for access. Except where this Contract provides otherwise, all licences, leases and authorisations granted by the Buyer to the Supplier in relation to the Deliverables shall be terminated with effect from the end of the Termination Assistance Period.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer Authority and/or Customer, as applicable, may require, the Supplier shall: continue to provide the Goods and/or service provision under the Commercial Agreement and the Services under the Enabling Agreement (as applicable) and, if required by the Customer Authority and/or Customer, as applicable, pursuant to paragraph 6.1 of this Contract Schedule 10Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer Authority and/or Customer, as applicable, any reasonable assistance requested by the Authority and/or Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract Commercial Agreement or Enabling Agreement, as applicable, and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or service provision under the Commercial Agreement and the Services under the Enabling Agreement to the Authority, Customer and/or its Replacement Supplier, as applicable; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 (b) of this Contract Schedule 10 without additional costs to the Authority and/or Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Authority’s and/or Customer's 's, as applicable, request and on reasonable notice, deliver up-to-date Registers to the Authority and/or Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 7.1(c) of this Contract Schedule 10Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 7.1(b) of this Contract Schedule 10 without additional costs to the Authority and/or Customer, as applicable, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Authority’s and/or Customer's 's, as applicable, reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Commercial Agreement
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 95.17 of this Contract Schedule 10Call-Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call-Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 95.20.2 of this Contract Call-Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.395.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 95.20.3 of this Contract Schedule 10Call-Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 95.20.2 of this Contract Call-Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Vehicle Hire Services Order Form
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 119.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 120.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3120.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 120.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 120.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 of this Contract Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers obligations under paragraph 7.1.3 of this Contract Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Contract Order Form and Contract Terms for Goods and/or Services (Non Ict)
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer Contracting Authority may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer Contracting Authority pursuant to paragraph 6.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer Contracting Authority any reasonable assistance requested by the Customer Contracting Authority to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer Contracting Authority and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the CustomerContracting Authority; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the CustomerContracting Authority's request and on reasonable notice, deliver up-to-date Registers to the CustomerContracting Authority. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the CustomerContracting Authority, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the CustomerContracting Authority's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier’s ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Framework Agreement
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 112.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 113.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3113.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 113.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 113.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 22.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 23.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.323.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 23.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 23.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Order Form
TERMINATION ASSISTANCE PERIOD. 6.1 Throughout the Termination Assistance Period, or such shorter period as the Customer DRS may require, the Supplier Contractor shall: :
(a) continue to provide the Goods and/or Services (as applicable) in accordance with the service levels unless the Parties agree otherwise pursuant to paragraph 6.3 of this Schedule 9 and, if required by the Customer DRS pursuant to paragraph 6.1 5.1 of this Contract Schedule 109, provide the Termination Assistance; ;
(b) in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer DRS any reasonable assistance requested by the Customer DRS to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract Agreement and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer DRS and/or its Replacement Supplier; Contractor;
(c) use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 (b) of this Contract paragraph 6.1 of this Schedule 10 9 without additional costs to the CustomerDRS; provide the Goods and/or Services and the Termination Assistance and
(d) at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Customer's DRS’s request and on reasonable notice, deliver up-to-date Registers Registers.
6.2 During the Transitional Period, the Contractor shall, in addition to providing the Services and the Transitional Assistance Services, provide to the CustomerDRS any reasonable assistance requested by the DRS to allow the Services to continue without interruption and to facilitate the orderly transfer of the Services. Without prejudice to the Suppliers obligations under paragraph 7.1.3 of this Contract Schedule 10, if it is not possible for the Supplier The Contractor shall use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 these services without additional costs to the Customercosts. However if this is not possible, any additional reasonable costs incurred by the Supplier Contractor in providing such reasonable assistance this regard which is are not already in the scope of the Termination Transitional Assistance Services or the Exit Plan Plan, shall be provided on a time-and-materials basis in accordance with the applicable rates set out in Schedule 8 and subject to agreement under the Variation Change Control Procedure. If .
6.3 Where the Supplier Contractor demonstrates to the Customer's DRS’s reasonable satisfaction that transition transfer of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable material adverse effect on the Suppliers Contractor’s ability to meet one or more a particular Service Level Performance Measure(s)service level and such adverse effect is not due to a failure by the Contractor to perform this Agreement, the Parties shall vary the relevant Service Level Performance Measure(s) service level and/or the applicable Service Credits service credits to take account of such adverse effect.
6.4 DRS and the Contractor acknowledge that the transition of the Services to the Replacement Contractor or DRS may be phased over a period of time so that certain identified Services are transferred to the Replacement Contractor or DRS before others.
6.5 DRS shall, at the Contractor’s reasonable request, require the Replacement Contractor and any agent or personnel of the Replacement Contractor, to enter into an appropriate confidentiality undertaking with the Contractor.
6.6 The Contractor shall comply with all of its obligations contained in the Exit Management Plan.
6.7 For the duration of this Agreement Contractor shall not terminate or vary in any material respect any Transferable Contract without DRS’s prior written consent, such consent not to be unreasonably withheld or delayed.
6.8 Upon termination or expiry (as the case may be) or upon expiration of the Termination Assistance Period or, provided that it does not have an adverse impact on the ability of the Contractor to provide the Services or the Termination Assistance at any time during the Termination Assistance Period (as DRS shall require):
(a) the Contractor shall cease to use DRS’s Data and, at the direction of DRS either:
(i) provide DRS or Replacement Contractor with a complete and uncorrupted version of the DRS’s Data in electronic form (or such other format as reasonably required by DRS); or
(ii) destroy (including removal from any hard disk) or return (at DRS’s option) all copies of DRS’s Data not required to be retained by the Contractor for statutory compliance purposes and confirm in writing that such destruction has taken place;
(b) the Contractor shall erase from any computers, storage devices and storage media that are to be retained by the Contractor after the end of the Termination Assistance Period any software containing the Intellectual Property Rights owned by DRS;
(c) the Contractor shall return to DRS such of the following as are in the Contractor’s possession or control:
(i) all DRS’s Assets;
(ii) all materials created by the Contractor under this Agreement, the Intellectual Property Rights in which are owned by DRS;
(iii) any other equipment which belongs to DRS; and
(iv) any items that have been on-charged to DRS, such as consumables;
(d) the Contractor shall vacate any of DRS’s premises and sites; and
(e) each Party shall return to the other party all Confidential Information of the other Party and shall certify that it does not retain the other Party’s Confidential Information.
Appears in 1 contract
Samples: Services Agreement
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 109.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 110.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3110.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers obligations under paragraph 7.1.3 110.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 110.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or and Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or and Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or and Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or and Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or and Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or and Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer Contracting Authority may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer Contracting Authority pursuant to paragraph 6.1 107.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer Contracting Authority any reasonable assistance requested by the Customer Contracting Authority to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer Contracting Authority and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 108.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the CustomerContracting Authority; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3108.3; and at the CustomerContracting Authority's request and on reasonable notice, deliver up-to-date Registers to the CustomerContracting Authority. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 108.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 108.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the CustomerContracting Authority, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the CustomerContracting Authority's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier’s ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Framework Agreement
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services and delivery of purchased Goods (as applicable) and, if required by the Customer pursuant to paragraph 6.1 5.17 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and delivery of purchased Goods and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services and delivery of purchased Goods to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services and delivery of purchased Goods to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 5.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and delivery of purchased Goods and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.35.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 5.20.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 5.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and delivery of purchased Goods and provision of the Termination Assist Assistance during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Order Form
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 Error: Reference source not found of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 Error: Reference source not found of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Order Form and Call Off Terms for Services (Non Ict)
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 82.17 of this Contract Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 82.20.2 of this Contract Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.382.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers obligations under paragraph 7.1.3 82.20.3 of this Contract Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 82.20.2 of this Contract Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Contract Order Form
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 47.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 48.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.348.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 48.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 48.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 122.1 of this Contract Schedule 10Call Off Schedule, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 123.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3123.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 123.1.3 of this Contract Schedule 10Call Off Schedule, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 123.1.2 of this Contract Call Off Schedule 10 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist Assistance during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods Products and/or Services (as Services(as applicable) and, if required by the Customer pursuant to paragraph 6.1 122.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods Products and/or Services and Servicesand the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods Products and/or Services to Servicesto continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods Products and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 123.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods Products and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3123.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 123.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 123.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods Products and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer Authority may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer Authority pursuant to paragraph 6.1 of this Contract Schedule 10Paragraph 6.1, provide the Termination AssistanceServices; in addition to providing the Goods and/or Services and the Termination AssistanceServices, provide to the Customer Authority any reasonable assistance requested by the Customer Authority to allow the Goods and/or Services to continue without interruption following the Partial Termination, termination or expiry of this Contract Agreement and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer Authority and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 Paragraph 6.3(b) without additional costs to the CustomerAuthority; provide the Goods and/or Services and the Termination Assistance Services at no detriment to the Service Level Target Performance MeasuresLevels, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3Paragraph 6.5; and at the CustomerAuthority's request and on reasonable notice, deliver up-to-date Registers to the CustomerAuthority. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 of this Contract Schedule 10Paragraph 6.3(c), if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Schedule 10 Paragraph 6.3(b) without additional costs to the CustomerAuthority, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance Services or the Exit Plan shall be subject to the Variation Change Control Procedure. If the Supplier demonstrates to the CustomerAuthority's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist Services during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Target Performance Measure(sLevel(s), the Parties shall vary the relevant Service Level Target Performance Measure(sLevel(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Services Agreement
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods and/or Services (as applicable) and, if required by the Customer pursuant to paragraph 6.1 87.17 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods and/or Services and the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods and/or Services to continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 87.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.387.22; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 87.20.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 87.20.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
TERMINATION ASSISTANCE PERIOD. Throughout the Termination Assistance Period, or such shorter period as the Customer may require, the Supplier shall: continue to provide the Goods Products and/or Services (as Services(as applicable) and, if required by the Customer pursuant to paragraph 6.1 of this Contract Call Off Schedule 109, provide the Termination Assistance; in addition to providing the Goods Products and/or Services and Servicesand the Termination Assistance, provide to the Customer any reasonable assistance requested by the Customer to allow the Goods Products and/or Services to Servicesto continue without interruption following the termination or expiry of this Call Off Contract and to facilitate the orderly transfer of responsibility for and conduct of the Goods Products and/or Services to the Customer and/or its Replacement Supplier; use all reasonable endeavours to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer; provide the Goods Products and/or Services and the Termination Assistance at no detriment to the Service Level Performance Measures, save to the extent that the Parties agree otherwise in accordance with paragraph 7.3; and at the Customer's request and on reasonable notice, deliver up-to-date Registers to the Customer. Without prejudice to the Suppliers Supplier’s obligations under paragraph 7.1.3 of this Contract Call Off Schedule 109, if it is not possible for the Supplier to reallocate resources to provide such assistance as is referred to in paragraph 7.1.2 of this Contract Call Off Schedule 10 9 without additional costs to the Customer, any additional costs incurred by the Supplier in providing such reasonable assistance which is not already in the scope of the Termination Assistance or the Exit Plan shall be subject to the Variation Procedure. If the Supplier demonstrates to the Customer's reasonable satisfaction that transition of the Goods Products and/or Services and provision of the Termination Assist during the Termination Assistance Period will have a material, unavoidable adverse effect on the Suppliers Supplier's ability to meet one or more particular Service Level Performance Measure(s), the Parties shall vary the relevant Service Level Performance Measure(s) and/or the applicable Service Credits to take account of such adverse effect.
Appears in 1 contract
Samples: Call Off Order Form