7. Contractor’s failure to obtain written permission from Europol prior to registering any IPR or asserting rights over the results or IPR obtained in performance of the Framework Contract will entitle Europol to seek damages against the Contractor  and will not prevent Europol from asserting or protecting the rights assigned under the Framework Contract . 

8. The Contractor  warrants that it is the rightful owner of the IPR  or – in case of third-party IPR, that it obtained sufficient rights to such third-party IPR  - to all goods and/or services delivered under the Framework Contract  and that it is entitled to assign or licence those rights in accordance with the terms of the . The Contractor shall hold Europol harmless from any claims in connection with the use of IPR . 

9. When delivering the results for Europol’s Acceptance , the Contractor  warrants that the results and the pre-existing IPR incorporated in the results and their exploitation by Europol are free of any claims from creators or from any third parties and that all the necessary pre-existing  IPR  have been already obtained or licensed. This warranty against third party claims referred to at the preceding is enforceable against the Contractor until 5 (five) years following the end of the Framework Contract, or until 5 (five) years following the last use by Europol of the goods and/or services delivered by the Contractor, whichever period is the later. 

10. Each party to the Framework Contract undertakes to immediately inform the other party of the existence or threat of any third party action or claim alleging an infringement of its IPR resulting from Europol’s use of goods and/or services delivered under the Framework Contract . 

## Article II-14 

## Exit procedure 

1. Unless otherwise specified in the Special Conditions and/or Tender Specifications, the procedure in this Article shall be considered as default procedure to be followed before the end of the Framework Contract (or upon expiry of the  Framework Contract in the circumstances described in the first two indents of paragraph 4 below). This procedure may be supplemented by other actions specifically required in the Tender Specifications and/or as proposed in the Contractor’s Tender or in a specific offer to a Specific Contract  and/or Purchase Order . 

2. The Contractor shall follow this procedure allowing either Europol or any potential future service provider of goods and/or services to collect information related to the Framework Contract . This includes all information and documents provided by Europol to the Contractor , as well as any other information and documents necessary for the correct and timely provision of the goods and services under covered by the Framework Contract . The Contractor commits itself to providing all such information and documents to Europol or directly to a future service provider unless explicitly waived by Europol, whilst continuing to provide the goods and services under this Framework Contract  until its end. 

3. Performance of the exit procedure as specified in this Article is – unless expressly specified otherwise in the Special Conditions - provided by the Contractor  to Europol free of charge. 

4. The exit procedure shall be triggered immediately and without notification in the following cases: 

i. In case of Contractor’s  insolvency, which shall entitle Europol to invoke this clause at any time before the winding up of the Contractor  or any other consequence of insolvency’s occurrence, including the appointment of a liquidator, receiver, manager or administrator; 

ii. In the event of termination of the Framework Contract  for any reason; 

