67.8  Duty to Co-operate prior to Expiry/Termination

During the final six (6) Months of the Contract Period (where this Contract expires by effluxion of time) or during the period of any Termination Notice of this Contract, and in either case for a reasonable period thereafter, the Service Provider shall co-operate fully with the transfer of responsibility for the Service (or any part of the Service) to the Authority or any New Contractor of such services the same or similar to the Service, and for the purposes of this clause 67.8 the meaning of the term co-operate shall include:

(a)  liaising with the Authority and/or any New Contractor, and providing reasonable assistance and advice concerning the Service and their transfer to the Authority or to such New Contractor;

(b)  allowing any New Contractor access (at reasonable times and on reasonable notice) to the Project Network and any [depots from which the Service is provided] [any Depot] but not so as to interfere with or impede the provision of the Service;

(c)  providing to the Authority and/or to any New Contractor all and any information concerning the Service which is reasonably required for the efficient transfer of responsibility for performance of the Service but, for the avoidance of doubt, information which is commercially sensitive to the Service Provider or a Sub-Contractor shall not be provided (and for the purposes of this clause 67.8(c), commercially sensitive shall mean information which would if disclosed to a competitor of the Service Provider or a Sub-Contractor give that competitor a competitive advantage over the Service Provider or a Sub-Contractor and thereby prejudice the business of the Service Provider or a Sub-Contractor but shall, to avoid doubt, not include any information referred to in clause 54 (TUPE and Employment Matters)); and

(d)  transferring its rights, title and interest in and to the Assets to the New Contractor with effect on and from the Termination Date or Expiry Date.