Common use of Transition Support Clause in Contracts

Transition Support. Notwithstanding anything to the contrary in this Article II, Service Provider shall provide (or cause to be provided) to Bioverativ and its Affiliates, at Bioverativ’s sole cost and expense, any reasonable cooperation and assistance requested by Bioverativ for the transition from Services to replacement services, whether such replacement services are to be provided by Bioverativ or any other Person, including without limitation allocating and providing commercially reasonable access to appropriate personnel and making available (or having made available) on a timely basis to Bioverativ all non-privileged and non-confidential information and materials reasonably requested by Bioverativ about the Services and the information technology systems used in connection with the provision of such Services. Prior to the termination or expiration of this Agreement (or any Services provided hereunder) and subject to the last sentence of this Section 2.6, Service Provider shall deliver to Bioverativ such non-privileged and non-confidential documents, records and information as are reasonably necessary to achieve such transition. Immediately upon the termination or expiration of this Agreement, at Bioverativ’s reasonable cost and expense, (i) Service Provider shall promptly deliver to Bioverativ copies of any and all such remaining documents, records and information in Service Provider’s possession and owned by Bioverativ or to which Bioverativ is otherwise entitled pursuant to this Agreement or the Separation Agreement and (ii) Bioverativ shall promptly return to Service Provider all such non-privileged and non-confidential documents, records and information in Bioverativ’s possession or under its control, other than those non-privileged and non-confidential documents, records and information that Bioverativ is entitled to retain pursuant to the Separation Agreement.