Recovery on Termination. 57.1 On the termination of the Contract for any reason, the Supplier shall: (a) immediately return to the Customer all Confidential Information, Customer Data, Personal Data and Customer's Intellectual Property in its possession or in the possession or under the control of any permitted suppliers or Sub-Contractors, which was obtained or produced in the course of providing the Services; (b) immediately deliver to the Customer all Property (including materials, documents, information and access keys) provided to the Supplier under clause 9. Such property shall be handed back in good working order (allowance shall be made for reasonable wear and tear); (c) implement the Exit Plan referred to in clause 58; (d) assist and co-operate with the Customer to ensure an orderly transition of the provision of the Services to any Replacement Supplier and/or the completion of any work in progress; and (e) promptly provide all information concerning the provision of the Services which may reasonably be requested by the Customer for the purposes of adequately understanding the manner in which the Services have been provided or for the purpose of allowing the Customer or the Replacement Supplier to conduct due diligence. 57.2 If the Supplier fails to comply with clause 57.1(a) and clause 57.1(b), the Customer may recover possession thereof and the Supplier grants a licence to the Customer or its appointed agents to enter (for the purposes of such recovery) any premises of the Supplier or its permitted suppliers or Sub- Contractors where any such items may be held. 57.3 Where the end of the Contract Period arises due to the Supplier's Default, the Supplier shall provide all assistance under clause 57.1(d) and clause 57.1(e) free of charge. Otherwise, the Customer shall pay the Supplier's reasonable costs of providing the assistance and the Supplier shall take all reasonable steps to mitigate such costs.
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Recovery on Termination. 57.1 47.1 On the termination of the Contract for any reason, the Supplier shall:
(a) 47.1.1 immediately return to the Customer HfL all Confidential Information, Customer Data, Personal Data and CustomerHfL's Intellectual Property in its possession or in the possession or under the control of any permitted suppliers or Sub-Contractors, which was obtained or produced in the course of providing the Services;
(b) 47.1.2 immediately deliver to HfL (or the Customer School, as appropriate) all Property (including materials, documents, information and access keys) provided to the Supplier under clause 98. Such property shall be handed back in good working order (allowance shall be made for reasonable wear and tear);
(c) implement the Exit Plan referred to in clause 58;
(d) 47.1.3 assist and co-operate with HfL and the Customer School to ensure an orderly transition of the provision of the Services to any Replacement Supplier and/or the completion of any work in progress; and
(e) 47.1.4 promptly provide all information concerning the provision of the Services which may reasonably be requested by the Customer HfL for the purposes of adequately understanding the manner in which the Services have been provided or for the purpose of allowing the Customer HfL or the Replacement Supplier to conduct due diligence.
57.2 47.2 If the Supplier fails to comply with clause 57.1(a) 47.1.1 and clause 57.1(b)47.1.2, the Customer HfL may recover possession thereof and the Supplier grants a licence to the Customer HfL or its appointed agents to enter (for the purposes of such recovery) any premises of the Supplier or its permitted suppliers or Sub- Sub-Contractors where any such items may be held.
57.3 47.3 Where the end of the Contract Period arises due to the Supplier's Default, the Supplier shall provide all assistance under clause 57.1(d) 47.1.3 and clause 57.1(e) 47.1.4 free of charge. Otherwise, the Customer HfL shall pay the Supplier's reasonable costs of providing the assistance and the Supplier shall take all reasonable steps to mitigate such costs.
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