Common use of ASSIGNMENT AND NOVATION Clause in Contracts

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, sub-contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Contract or any part of it without Approval. 16.2 The Customer may assign, novate or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof to: 16.2.1 any other Panel Customer; or 16.2.2 any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.2. Any change in the legal status of the Customer such that it ceases to be a Panel Customer shall not, subject to Clause 16.3, affect the validity of the Legal Services Contract. In such circumstances, the Legal Services Contract shall bind and inure to the benefit of any successor body to the Customer. 16.3 If the rights and obligations under the Legal Services Contract are assigned, novated or otherwise disposed of pursuant to Clause 16.2 to a body which is not a Panel Customer or a Central Government Body or if there is a change in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder of this Clause any such body being referred to as a "Transferee"): 16.3.1 the rights of termination of the Customer in Clause 11 shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of the Transferee; and 16.3.2 the Transferee shall only be able to assign, novate or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential Information. 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, subSub-contract Contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Call Off Contract or any part of it without Approval. 16.2 . The Customer may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services this Call Off Contract or any part thereof to: 16.2.1 : any other Panel CustomerContracting Body; or 16.2.2 or any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 or any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.247.2. Any A change in the legal status of the Customer such that it ceases to be a Panel Customer Contracting Body shall not, subject to Clause 16.3, affect the validity of the Legal Services Contract. In such circumstances, the Legal Services this Call Off Contract and this Call Off Contract shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 . If the rights and obligations under the Legal Services Contract are assignedCustomer assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Call Off Contract to a body which is not a Panel Customer or a Central Government Contracting Body or if there a body which is not a change Contracting Body succeeds the Customer (both Transferee in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder rest of this Clause any such body being referred to as a "Transferee"): 16.3.1 Clause) the rights right of termination of the Customer in Clause 11 41.4 (Termination on Insolvency) shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of insolvency of the Transferee; and 16.3.2 Transferee (as if the Transferee shall only be able references to assign, novate Supplier in Clause 41.4 (Termination on Insolvency) and to Supplier or otherwise dispose Framework Guarantor or Call Off Guarantor in the definition of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates Insolvency Event were references to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee). 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, sub-contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Contract Panel Agreement or any part of it without Approval. 16.2 . The Customer Authority may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services Contract this Panel Agreement or any part thereof to: 16.2.1 : any other Other Panel CustomerCustomers; or 16.2.2 or any Central Government Body or other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the CustomerAuthority; or 16.2.3 or any private sector body which substantially performs the functions of the CustomerAuthority, and the Supplier shall, at the CustomerAuthority’s request, enter into a novation agreement in such form as the Customer Authority shall reasonably specify in order to enable the Customer Authority to exercise its rights pursuant to this Clause 16.237.2. Any A change in the legal status of the Customer Authority such that it ceases to be a Panel Customer shall not, subject to Clause 16.3, 37.4 affect the validity of the Legal Services Contract. In such circumstances, the Legal Services Contract this Panel Agreement and this Panel Agreement shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 Authority. If the rights and obligations under the Legal Services Contract are assignedAuthority assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Panel Agreement to a body which is not a Panel Customer or if a Central Government Body or if there body which is a change in the legal status of the Customer such that it ceases to be not a Panel Customer or Central Government Body succeeds the Authority (both “Transferee” in the remainder rest of this Clause any such body being referred to as a "Transferee"): 16.3.1 Clause) the rights right of termination of the Customer Authority in Clause 11 33.4 (Termination on Insolvency) shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of the Transferee; and 16.3.2 insolvency of the Transferee shall only be able (as if the references to assign, novate Supplier in Clause 33.4 (Termination on Insolvency)) and to Supplier or otherwise dispose the Panel Guarantor or Call Off Guarantor in the definition of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates Insolvency Event were references to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee. 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, subSub-contract Contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Call Off Contract or any part of it without Approval. 16.2 . The Customer may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services this Call Off Contract or any part thereof to: 16.2.1 : any other Panel CustomerContracting Body; or 16.2.2 or any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 or any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.247.2. Any A change in the legal status of the Customer such that it ceases to be a Panel Customer Contracting Body shall not, subject to Clause 16.3, 47.4 affect the validity of the Legal Services Contract. In such circumstances, the Legal Services this Call Off Contract and this Call Off Contract shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 . If the rights and obligations under the Legal Services Contract are assignedCustomer assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Call Off Contract to a body which is not a Panel Customer or a Central Government Contracting Body or if there a body which is not a change Contracting Body succeeds the Customer (both “Transferee” in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder rest of this Clause any such body being referred to as a "Transferee"): 16.3.1 Clause) the rights right of termination of the Customer in Clause 11 41.4 (Termination on Insolvency) shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of insolvency of the Transferee; and 16.3.2 Transferee (as if the Transferee shall only be able references to assign, novate Supplier in Clause 41.4 (Termination on Insolvency) and to Supplier or otherwise dispose Framework Guarantor or Call Off Guarantor in the definition of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates Insolvency Event were references to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee). 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, sub-contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Contract or any part of it without Approval. 16.2 . The Customer may assign, novate or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof to: 16.2.1 : any other Panel Customer; or 16.2.2 or any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 or any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.2. Any change in the legal status of the Customer such that it ceases to be a Panel Customer shall not, subject to Clause 16.3, affect the validity of the Legal Services Contract. In such circumstances, the Legal Services Contract shall bind and inure to the benefit of any successor body to the Customer. 16.3 . If the rights and obligations under the Legal Services Contract are assigned, novated or otherwise disposed of pursuant to Clause 16.2 to a body which is not a Panel Customer or a Central Government Body or if there is a change in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder of this Clause any such body being referred to as a "Transferee"): 16.3.1 ): the rights of termination of the Customer in Clause 11 shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of the Transferee; and 16.3.2 and the Transferee shall only be able to assign, novate or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 . The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential Information. 16.5 . For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, subSub-contract Contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Call-Off Contract or any part of it without Approval. 16.2 . The Customer may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services this Call-Off Contract or any part thereof to: 16.2.1 : any other Panel CustomerContracting Authority; or 16.2.2 or any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 or any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.2. Any 44.2 A change in the legal status of the Customer such that it ceases to be a Panel Customer Contracting Authority shall not, subject to Clause 16.3, 44.4 affect the validity of the Legal Services Contract. In such circumstances, the Legal Services this Call-Off Contract and this Call-Off Contract shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 . If the rights and obligations under the Legal Services Contract are assignedCustomer assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Call-Off Contract to a body which is not a Panel Customer or a Central Government Body Contracting Authority or if there a body which is not a change Contracting Authority succeeds the Customer (both “Transferee” in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder rest of this Clause any such body being referred to as a "Transferee"): 16.3.1 Clause) the rights right of termination of the Customer in Clause 11 38.4 (Termination on Insolvency) shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of insolvency of the Transferee; and 16.3.2 Transferee (as if the Transferee shall only be able references to assign, novate Supplier in Clause 38.4 (Termination on Insolvency) and to Supplier or otherwise dispose Framework Guarantor or Call-Off Guarantor in the definition of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates Insolvency Event were references to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee). 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, sub-contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Contract or any part of it without Approval. 16.2 The Customer may assign, novate novate, or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof to: 16.2.1 any other Panel Customer; or 16.2.2 any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.2. Any change in the legal status of the Customer such that it ceases to be a Panel Customer shall not, subject to Clause 16.3, affect the validity of the Legal Services Contract. In such circumstances, the Legal Services Contract shall bind and inure to the benefit of any successor body to the Customer. 16.3 If the rights and obligations under the Legal Services Contract are assigned, novated novated, or otherwise disposed of pursuant to Clause 16.2 to a body which is not a Panel Customer or a Central Government Body or if there is a change in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder of this Clause any such body being referred to as a "Transferee"): 16.3.1 the rights of termination of the Customer in Clause 11 shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of the Transferee; and 16.3.2 the Transferee shall only be able to assign, novate or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential Information. 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, out or use all reasonable endeavours to ensure the carrying out of, whatever further fur ther actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 The Supplier shall not assign, novate, subSub-contract Contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Call Off Contract or any part of it without Approval. 16.2 . The Customer may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services this Call Off Contract or any part thereof to: 16.2.1 : any other Panel CustomerContracting Authority; or 16.2.2 or any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 or any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.248.2. Any A change in the legal status of the Customer such that it ceases to be a Panel Customer Contracting Authority shall not, subject to Clause 16.3, 48.4 affect the validity of the Legal Services Contract. In such circumstances, the Legal Services this Call Off Contract and this Call Off Contract shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 . If the rights and obligations under the Legal Services Contract are assignedCustomer assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Call Off Contract to a body which is not a Panel Customer or a Central Government Body Contracting Authority or if there a body which is not a change Contracting Authority succeeds the Customer (both “Transferee” in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder rest of this Clause any such body being referred to as a "Transferee"): 16.3.1 Clause) the rights right of termination of the Customer in Clause 11 42.4 (Termination on Insolvency) shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of insolvency of the Transferee; and 16.3.2 Transferee (as if the Transferee shall only be able references to assign, novate Supplier in Clause 42.4 (Termination on Insolvency) and to Supplier or otherwise dispose Framework Guarantor or Call Off Guarantor in the definition of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates Insolvency Event were references to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee). 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 36.1 The Supplier shall not assign, novate, subSub-contract Contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Contract or any part of it without Approval. 16.2 36.2 The Customer may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services this Contract or any part thereof to: 16.2.1 : ) any other Panel CustomerContracting Authority; or 16.2.2 or ) any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 or ) any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.2. Any The Customer may assign, novate or otherwise dispose of any or all of its rights, liabilities and obligations under this Contract or any part thereof to:. 36.3 A change in the legal status of the Customer such that it ceases to be a Panel Customer shall not, subject to Clause 16.3If the Customer assigns, novates or otherwise disposes of any of its rights, obligations or liabilities under this Contract to a private sector body in ac- cordance with Clause any private sector body which substantially performs the functions of the Customer, (the “Transferee” in the rest of this Clause Error! Not a valid bookmark self-reference.) the right of termination of the Customer in Clause The Customer may terminate this Contract by issuing a Termination Notice to the Supplier where an Insolvency Event affecting the Supplier occurs. (Termination on Insolvency) shall be available to the Sup- plier in the event of insolvency of the Transferee (as if the references to Supplier in Clause The Customer may terminate this Contract by issuing a Termination Notice to the Supplier where an Insolvency Event affecting the Supplier occurs. (Termination on Insolvency) and to Supplier or DMP Guar- antor or Contract Guarantor in the definition of Insolvency Event were refer- ences to the Transferee). affect the validity of the Legal Services Contract. In such circumstances, the Legal Services this Contract and this Contract shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 36.4 If the rights and obligations under the Legal Services Contract are assignedCustomer assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Contract to a private sector body in ac- cordance with Clause any private sector body which is not a Panel Customer or a Central Government Body or if there is a change substantially performs the functions of the Customer, (the “Transferee” in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder rest of this Clause any such body being referred to as Error! Not a "Transferee"): 16.3.1 valid bookmark self-reference.) the rights right of termination of the Customer in Clause 11 The Customer may terminate this Contract by issuing a Termination Notice to the Supplier where an Insolvency Event affecting the Supplier occurs. (Termination on Insolvency) shall be available to the Supplier Sup- plier in the event of, respectively, the bankruptcy or insolvency, or default of insolvency of the Transferee; and 16.3.2 Transferee (as if the Transferee shall only be able references to assign, novate or otherwise dispose of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent Supplier in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 Clause The Customer may disclose terminate this Contract by issuing a Termination Notice to any Transferee any Confidential Information of the Supplier which relates where an Insolvency Event affecting the Supplier occurs. (Termination on Insolvency) and to Supplier or DMP Guar- antor or Contract Guarantor in the definition of Insolvency Event were refer- ences to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee). 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.

ASSIGNMENT AND NOVATION. 16.1 37.1 The Supplier shall not assign, novate, subSub-contract Contract or otherwise dispose of or create any trust in relation to any or all of its rights, obligations or liabilities under this Legal Services Call Off Contract or any part of it without Approval. 16.2 37.2 The Customer may assign, novate or otherwise dispose of any or all of its rights rights, liabilities and obligations under the Legal Services this Call Off Contract or any part thereof to: 16.2.1 37.2.1 any other Panel CustomerContracting Body; or 16.2.2 37.2.2 any other body established by the Crown or under statute in order substantially to perform any of the functions that had previously been performed by the Customer; or 16.2.3 37.2.3 any private sector body which substantially performs the functions of the Customer, and the Supplier shall, at the Customer’s request, enter into a novation agreement in such form as the Customer shall reasonably specify in order to enable the Customer to exercise its rights pursuant to this Clause 16.2. Any 37.2. 37.3 A change in the legal status of the Customer such that it ceases to be a Panel Customer Contracting Body shall not, subject to Clause 16.3, 37.4 affect the validity of the Legal Services Contract. In such circumstances, the Legal Services this Call Off Contract and this Call Off Contract shall bind and inure to the benefit of be binding on any successor body to the Customer. 16.3 37.4 If the rights and obligations under the Legal Services Contract are assignedCustomer assigns, novated novates or otherwise disposed disposes of pursuant to Clause 16.2 any of its rights, obligations or liabilities under this Call Off Contract to a body which is not a Panel Customer or a Central Government Contracting Body or if there a body which is not a change Contracting Body succeeds the Customer (both “Transferee” in the legal status of the Customer such that it ceases to be a Panel Customer or Central Government Body (in the remainder rest of this Clause any such body being referred to as a "Transferee"): 16.3.1 Clause) the rights right of termination of the Customer in Clause 11 31.4 (Termination on Insolvency) shall be available to the Supplier in the event of, respectively, the bankruptcy or insolvency, or default of insolvency of the Transferee; and 16.3.2 Transferee ((as if the Transferee shall only be able references to assign, novate Supplier in Clause 31.4 (Termination on Insolvency) and to Supplier or otherwise dispose Framework Guarantor or Call Off Guarantor in the definition of its rights and obligations under the Legal Services Contract or any part thereof with the previous consent in writing of the Supplier, which shall not be unreasonably withheld or delayed. 16.4 The Customer may disclose to any Transferee any Confidential Information of the Supplier which relates Insolvency Event were references to the performance of the Supplier's obligations under the Legal Services Contract. In such circumstances the Customer shall authorise the Transferee to use such Confidential Information only for purposes relating to the performance of the Supplier's obligations under the Legal Services Contract and for no other purposes and shall take reasonable steps to ensure that the Transferee gives a confidentiality undertaking in relation to such Confidential InformationTransferee). 16.5 For the purposes of Clause 16.3 each Party shall at its own cost and expense carry out, or use all reasonable endeavours to ensure the carrying out of, whatever further actions (including the execution of further documents) the other Party reasonably requires from time to time for the purpose of giving that other Party the full benefit of the provisions of the Legal Services Contract.