TENDERING AND HANDOVER. Within 21 days of being so requested by NICE, the Contractor shall provide and thereafter keep updated, in a fully indexed and catalogued format, all the information considered necessary by NICE to enable it to issue invitations to offer for the future provision of the Project or services similar to the Project. Where, in the opinion of NICE, the Transfer of Undertakings (Protection of Employment) Regulations 1981 are likely to apply on the termination or expiration of the Agreement, the information to be provided by the Contractor under Clause 26.1 shall include, as applicable, accurate information relating to the employees who would be transferred under the same terms of employment under those Regulations, including in particular (but not limited to): the number of employees assigned by the Contractor to the Project, but with no obligation on the Contractor to specify their names; in respect of each of the employees referred to in Clause 26.2.1, their dates of birth, sex, salary and other cash benefits, any non-cash benefits, length of service, hours of work and rates, and any other factors affecting redundancy entitlement, any specific terms applicable to those employees individually and any outstanding claims arising from their employment; and the general terms and conditions applicable to those employees, including Xxxxxxx Council provisions, probationary periods, retirement age, periods of notice, current pay agreements and structures, special pay allowances, working hours, entitlement to annual leave, sick leave, maternity and special leave, injury benefit, redundancy rights, terms of mobility, any loan or leasing agreements, and any other relevant collective and or recognition agreements, facility time arrangements and additional employment benefits. NICE shall take all necessary precautions to ensure that the information referred to in Clause 26.2 is given only to Replacement Suppliers who have qualified to offer for the future provision of services. NICE shall require that such Replacement Suppliers shall treat that information in confidence, that they shall not communicate it except to such persons within their organisation and to such extent as may be necessary for the purpose of preparing a response to an invitation to offer issued by NICE and that they shall not use it for any other purpose. The Contractor shall indemnify NICE against any claim made against NICE at any time by any person in respect of the liability incurred by NICE arising from any deficiency or inaccuracy in information, which the Contractor is required to provide under Clause 26.1 and/or Clause 26.2. The Contractor shall allow access to premises, in the presence of a representative of NICE, to any person representing any Replacement Supplier whom NICE has selected to offer for the future provision of services. For the purpose of such access, where the premises belong to the Contractor, NICE shall give the Contractor reasonable notice of a proposed visit together with a list showing the names of all persons who will be attending those premises. NICE shall use its reasonable endeavours to ensure that all persons who attend the Contractor’s premises for the purposes of Clause 26.5 comply with the Contractor’s security procedures, subject to such compliance not being in conflict with the objective of the visit. The Contractor shall co-operate fully with NICE during the hand-over arising from the completion or earlier termination of the Agreement. This co-operation, during the setting up operations period of the new supplier, shall extend to allowing full access to, and providing copies of all documents, reports, summaries and other information necessary in order to achieve an effective transition without disruption to the routine operational requirements. Within ten working days of being so requested by NICE, the Contractor shall transfer to NICE, or any person designated by NICE, free of charge, all computerised filing, recordings, documentation, planning and drawings held on software and utilised in the provision of the Project. The transfer shall be made in a fully indexed and catalogued disk format to operate on a proprietary software package identical to that used by NICE.
Appears in 5 contracts
TENDERING AND HANDOVER. On the termination or expiration of the Agreement (in part or otherwise), the identity of the provider of the Services (or any part of the Services) may change resulting in a transfer of the Services in whole or in part (“Service Transfer”). If a Service Transfer is a relevant transfer for the purposes of TUPE then, in such event, the Home Authorities or a Future Company may inherit liabilities in respect of the Transferring Employees. Within 21 twenty one (21) days of being so requested by NICEthe Home Authorities, the Contractor shall Company must provide and thereafter keep updated, in a fully indexed and catalogued format, all the information considered necessary by NICE to enable it the Home Authorities to issue invitations to offer tender for the future provision of services equivalent to or all or part of the Project or services similar Services, including but not limited to the Projectall employee liability information identified in Regulation 11 of TUPE. Where, in the opinion of NICEthe Home Authorities, the Transfer of Undertakings (Protection of Employment) Regulations 1981 are TUPE is likely to apply on the termination or expiration of the Agreement, the information to be provided by the Contractor Company under Clause 26.1 shall 16.2 must include, as applicable, accurate information relating to the employees Staff who would be transferred likely to transfer to the Home Authorities or any Future Company under the same terms of employment under those RegulationsTUPE, including in particular (but not limited to): particular: the number of employees assigned by the Contractor Staff who would be likely to transfer, including their names (to the Projectextent lawful to provide the same), but with no obligation on the Contractor to specify their names; in respect of each a breakdown of the employees referred to in Clause 26.2.1work they carry out including details of the work they perform, the amount of time they spend carrying out the Services and details of any other duties they carry out and the locations of such work; their dates of birth, sex, salary and other cash benefits, any non-cash benefitssalary, length of service, hours of work and rates, and any other factors affecting redundancy entitlement, any specific terms applicable to those employees individually and any outstanding claims arising from their employment; and the general terms and conditions applicable to those employeesthem, including Xxxxxxx Council provisions, (where applicable) Home Authorities probationary periods, retirement age, retirement benefits, death benefits, periods of notice, current pay agreements and structures, special pay allowances, working hours, entitlement to annual leave, sick leave, maternity and special leave, injury benefit, redundancy rights, terms of mobility, any loan or leasing agreements, and any other relevant collective and or recognition agreements, facility time arrangements and arrangements, additional employment benefits. NICE shall take all necessary precautions benefits and any other particulars of employment that an employer is obliged to ensure give to an employee pursuant to Section 1 of the Employment Rights Act 1996; information of any disciplinary or grievance procedure taken against or by them within the previous two (2) years; information of any court or tribunal case, claim or action brought by them against the Company within the previous two (2) years and any information that the information referred Company has reasonable grounds to in Clause 26.2 is given only to Replacement Suppliers who have qualified to offer for the future provision of services. NICE shall require that such Replacement Suppliers shall treat that information in confidence, believe that they may bring any court or tribunal case, claim or action against the Home Authorities or a Future Company arising out of their employment or engagement with the Company; and details of whether they are employees, workers, self-employed, contractors (including sub-contractors) or consultants, servants, suppliers, agency workers or otherwise. At least 14 days before the date of the Service Transfer, the Company shall not communicate it except prepare and provide to such persons within their organisation the Home Authorities and/or, at the direction of the Home Authorities, to the Future Company, the Company’s final list of Staff in accordance with Clauses 0 and to such extent as may 0, which shall be necessary for the purpose of preparing a response to an invitation to offer issued by NICE complete and that they shall not use it for any other purposeaccurate in all material respects. The Contractor Company's final list of Staff shall indemnify NICE against identify which of the Staff named are Transferring Employees. The Home Authorities shall be permitted to use and disclose the final list of Staff provided under this Clause 0 for informing any claim made against NICE at any time by any person tenderer or other Future Company. At least 14 days before the date of the Service Transfer and in respect of each Transferring Employee identified in the liability Company’s final Staff list, the Company shall provide to the Home Authorities or any Future Company their: pay slip data for the most recent month; cumulative pay for tax and pension purposes; cumulative tax paid; tax code; voluntary deductions from pay; and bank or building society account details for payroll purposes. The Company must indemnify in full and keep indemnified the Home Authorities and/or any Future Company against any claims, costs, expenses or liabilities whatsoever and howsoever arising, incurred or suffered by NICE arising from the Home Authorities or any Future Company including without limitation all legal expenses and other professional fees (together with any VAT thereon) in relation to any deficiency or inaccuracy in information, which the Contractor Company is required to provide under Clause 26.1 and/or Clause 26.2Clauses 16.2, 16.3 16.4 and 16.5. The Contractor shall allow access to premises, in the presence of a representative of NICE, to any person representing any Replacement Supplier whom NICE has selected to offer for the future provision of services. For the purpose of such access, where the premises belong to the Contractor, NICE shall give the Contractor reasonable notice of a proposed visit together with a list showing the names of all persons who will be attending those premises. NICE shall use its reasonable endeavours to ensure that all persons who attend the Contractor’s premises for the purposes of Clause 26.5 comply with the Contractor’s security procedures, subject to such compliance not being in conflict with the objective of the visit. The Contractor shall Company must co-operate fully with NICE the Home Authorities and any Future Company during the handand following any re-over arising from the completion procurement exercise in respect of services equivalent to all or earlier termination part of the AgreementServices. This co-operation, during the setting up operations period of the new supplierFuture Company, shall must extend to allowing full access to, and providing copies of all documents, reports, summaries and other information necessary in order to achieve an effective transition without disruption to the routine operational requirements. On reasonable request by the Home Authorities, the Company shall supply to the Home Authorities or the Future Company with access to such employment records as the Home Authorities reasonably requests. Within ten working days (10) Working Days of being so requested by NICEthe Home Authorities, the Contractor shall Company must transfer to NICEthe Home Authorities, or any person designated by NICEthe Home Authorities, free of charge, all computerised filingdata, recordings, documentation, planning and drawings held on software and utilised in the provision of the ProjectServices. The transfer shall must be made in a fully indexed and catalogued disk format to operate on a proprietary software package identical to that used by NICEthe Home Authorities. TUPE The Company will be responsible for the payment of all salaries, benefits, bonuses, PAYE liabilities and pension contributions in accordance with (i) Fair Deal and (ii) Staff terms and conditions of employment or engagement (whether contractual or otherwise) in respect of the period during which Staff are employed or engaged by the Company. The Company must indemnify in full and keep indemnified the Home Authorities (and, upon a Service Transfer, any Future Company) against all claims, costs, expenses or liabilities whatsoever and howsoever arising, incurred or suffered by the Home Authorities or any Future Company including without limitation all legal expenses and other professional fees (together with any VAT thereon) in relation to: any breach of Clause 17.1; any act or omission by the Company on or before the date of the Service Transfer or any other matter, event or circumstances occurring before the date of the Service Transfer including (but not limited to) any breaches of the contract of employment, terms and conditions, any Law, obligations or policy applicable to, or any collective agreement in respect of any Transferring Employee; any claims made by a Transferring Employee against the Home Authorities (or, upon a Service Transfer, a Future Company) at any time including (without limitation) any claims for breach of contract, Law, policy or any collective agreement relating to their employment or engagement, claims relating to pay, unfair dismissal, statutory or contractual redundancy pay, discrimination on the grounds of a “protected characteristic” as set out in the Equality Act 2010, equal pay, unlawful deductions, loss of earnings, industrial or personal injury or otherwise relating to their employment or engagement by the Company; any claims in respect of all emoluments and outgoings in relation to the Transferring Employees (including without limitation all wages, bonuses, PAYE, pension contributions and otherwise) payable in respect of any period on or before the date of the Service Transfer; any claim arising out of the provision of, or proposal by the Company to offer any change to any benefit, term or condition or working condition of any Transferring Employee arising on or before the date of the Service Transfer; any statement communicated to or action done by the Company or in respect of any Transferring Employee on or before the date of the Service Transfer regarding the Service Transfer which has not been agreed in advance with the Home Authorities in writing. The Company shall also indemnify in full and keep indemnified the Home Authorities and, upon a Service Transfer, any Future Company in respect of any claims arising from any act or omission of the Company in relation to any other member of Staff or any other person at any time employed or engaged by the Company who is not a Transferring Employee during any period whether before, on or after the date of the Service Transfer. Except with the prior written consent of the Home Authorities, the Company must not, after the Home Authorities have served notice of the termination of the Agreement or after the Company shall have otherwise become aware of the proposed termination of the Agreement or the provision by it of the Services: materially increase the total number of Staff; vary any terms and conditions of employment of any member of Staff or any policy or collective agreement applicable to any member of Staff then assigned by the Company to the provisions of the Services (provided always that this provision shall not affect the right of the Company to give effect to any pre- existing contractual obligation to any such person); remove or replace any particular member of Staff so assigned (unless upon the resignation of such person in which case the Company must replace such person with another person of similar skills, qualifications and experience); deploy any other person to perform the Services (or the relevant part) or increase the number of Staff or terminate or give notice to terminate the employment or contracts of member of Staff; increase the proportion of working time spent on the Services (or the relevant part) by any of the Staff save for fulfilling assignments and projects previously scheduled and agreed with the Home Authorities; or introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any Staff. If the Company ceases to provide all or any of the Services (or services equivalent to the Services) and there is a Service Transfer which is a relevant transfer for the purposes of TUPE, the Company agrees that subject to an employee’s right to object pursuant to Regulation 4(7) of TUPE, the Company must: use reasonable endeavours to ensure there is a smooth transition in respect of the transfer of any Transferring Employee and that any Transferring Employee can become an employee of the Future Company or the Home Authorities on the date of the Service Transfer; without prejudice to the foregoing, in respect of the Service Transfer comply with its obligations to inform and consult pursuant to Regulations 13 and 14 of TUPE; indemnify in full and keep indemnified the Home Authorities and/or any Future Company against any claims, costs, expenses or liabilities whatsoever and howsoever arising, incurred or suffered by the Home Authorities or any Future Company including without limitation all legal expenses and other professional fees (together with any VAT thereon) in relation to: the termination of employment by the Company and/or the Home Authorities or any Future Company of any Staff or any other person employed or engaged or formerly employed or engaged by the Company other than the Transferring Employees where the employment or engagement of such person is alleged or deemed to have transferred to the Home Authorities or a Future Company pursuant to TUPE; and any act or omission of the Company in relation to its obligations under regulation 11 of TUPE, or in respect of an award of compensation under regulation 12 of TUPE except to the extent that the liability arises from the Home Authorities or a Future Company's failure to comply with regulation 11 of TUPE. The Company, the Home Authorities and any Future Company shall co-operate to ensure that any requirement to inform and consult employee representatives in relation to any relevant transfer as a consequence of a Service Transfer will be fulfilled. The Parties agree that, where Acquired Staff were active or eligible to be active members of a public service pension scheme immediately prior to the Commencement Date, the Company shall provide future (and if any accrued benefits, past pension) protection, in accordance with Fair Deal. For the avoidance of doubt, the Parties agree to negotiate in good faith in order to enter into all further agreements necessary to ensure that the Home Authorities can impose upon any Future Company the level of pension protection set out in Fair Deal in respect of such staff. Where this Clause applies as a result of: a Home Authority issuing notice pursuant to Clause 0, the provisions of Schedule 5 (Consequences of Withdrawal and Termination), Part A, Paragraph 2 shall apply; or the Homes Authorities agreeing to terminate pursuant to Clause 0, the provisions of Schedule 5 (Consequences of Withdrawal and Termination), Part B, Paragraph 2 shall apply.
Appears in 2 contracts
TENDERING AND HANDOVER. On the termination or expiration of the Agreement (in part or otherwise), the identity of the provider of the Services (or any part of the Services) may change resulting in a transfer of the Services in whole or in part (“Service Transfer”). If a Service Transfer is a relevant transfer for the purposes of TUPE then, in such event, the Home Authorities or a Future Company may inherit liabilities in respect of the Transferring Employees. Within 21 twenty one (21) days of being so requested by NICEthe Home Authorities, the Contractor shall Company must provide and thereafter keep updated, in a fully indexed and catalogued format, all the information considered necessary by NICE to enable it the Home Authorities to issue invitations to offer tender for the future provision of services equivalent to or all or part of the Project or services similar Services, including but not limited to the Projectall employee liability information identified in Regulation 11 of TUPE. Where, in the opinion of NICEthe Home Authorities, the Transfer of Undertakings (Protection of Employment) Regulations 1981 are TUPE is likely to apply on the termination or expiration of the Agreement, the information to be provided by the Contractor Company under Clause 26.1 shall 16.2 must include, as applicable, accurate information relating to the employees Staff who would be transferred likely to transfer to the Home Authorities or any Future Company under the same terms of employment under those RegulationsTUPE, including in particular (but not limited to): particular: the number of employees assigned by the Contractor Staff who would be likely to transfer, including their names (to the Projectextent lawful to provide the same), but with no obligation on the Contractor to specify their names; in respect of each a breakdown of the employees referred to in Clause 26.2.1work they carry out including details of the work they perform, the amount of time they spend carrying out the Services and details of any other duties they carry out and the locations of such work; their dates of birth, sex, salary and other cash benefits, any non-cash benefitssalary, length of service, hours of work and rates, and any other factors affecting redundancy entitlement, any specific terms applicable to those employees individually and any outstanding claims arising from their employment; and the general terms and conditions applicable to those employeesthem, including Xxxxxxx Council provisions, (where applicable) Home Authorities probationary periods, retirement age, retirement benefits, death benefits, periods of notice, current pay agreements and structures, special pay allowances, working hours, entitlement to annual leave, sick leave, maternity and special leave, injury benefit, redundancy rights, terms of mobility, any loan or leasing agreements, and any other relevant collective and or recognition agreements, facility time arrangements and arrangements, additional employment benefits. NICE shall take all necessary precautions benefits and any other particulars of employment that an employer is obliged to ensure give to an employee pursuant to Section 1 of the Employment Rights Act 1996; information of any disciplinary or grievance procedure taken against or by them within the previous two (2) years; information of any court or tribunal case, claim or action brought by them against the Company within the previous two (2) years and any information that the information referred Company has reasonable grounds to in Clause 26.2 is given only to Replacement Suppliers who have qualified to offer for the future provision of services. NICE shall require that such Replacement Suppliers shall treat that information in confidence, believe that they may bring any court or tribunal case, claim or action against the Home Authorities or a Future Company arising out of their employment or engagement with the Company; and details of whether they are employees, workers, self-employed, contractors (including sub-contractors) or consultants, servants, suppliers, agency workers or otherwise. At least 14 days before the date of the Service Transfer, the Company shall not communicate it except prepare and provide to such persons within their organisation the Home Authorities and/or, at the direction of the Home Authorities, to the Future Company, the Company’s final list of Staff in accordance with Clauses 0 and to such extent as may 0, which shall be necessary for the purpose of preparing a response to an invitation to offer issued by NICE complete and that they shall not use it for any other purposeaccurate in all material respects. The Contractor Company's final list of Staff shall indemnify NICE against identify which of the Staff named are Transferring Employees. The Home Authorities shall be permitted to use and disclose the final list of Staff provided under this Clause 0 for informing any claim made against NICE at any time by any person tenderer or other Future Company. At least 14 days before the date of the Service Transfer and in respect of each Transferring Employee identified in the liability Company’s final Staff list, the Company shall provide to the Home Authorities or any Future Company their: pay slip data for the most recent month; cumulative pay for tax and pension purposes; cumulative tax paid; tax code; voluntary deductions from pay; and bank or building society account details for payroll purposes. The Company must indemnify in full and keep indemnified the Home Authorities and/or any Future Company against any claims, costs, expenses or liabilities whatsoever and howsoever arising, incurred or suffered by NICE arising from the Home Authorities or any Future Company including without limitation all legal expenses and other professional fees (together with any VAT thereon) in relation to any deficiency or inaccuracy in information, which the Contractor Company is required to provide under Clause 26.1 and/or Clause 26.2Clauses 16.2, 16.3 16.4 and 16.5. The Contractor shall allow access to premises, in the presence of a representative of NICE, to any person representing any Replacement Supplier whom NICE has selected to offer for the future provision of services. For the purpose of such access, where the premises belong to the Contractor, NICE shall give the Contractor reasonable notice of a proposed visit together with a list showing the names of all persons who will be attending those premises. NICE shall use its reasonable endeavours to ensure that all persons who attend the Contractor’s premises for the purposes of Clause 26.5 comply with the Contractor’s security procedures, subject to such compliance not being in conflict with the objective of the visit. The Contractor shall Company must co-operate fully with NICE the Home Authorities and any Future Company during the handand following any re-over arising from the completion procurement exercise in respect of services equivalent to all or earlier termination part of the AgreementServices. This co-operation, during the setting up operations period of the new supplierFuture Company, shall must extend to allowing full access to, and providing copies of all documents, reports, summaries and other information necessary in order to achieve an effective transition without disruption to the routine operational requirements. On reasonable request by the Home Authorities, the Company shall supply to the Home Authorities or the Future Company with access to such employment records as the Home Authorities reasonably requests. Within ten working days (10) Working Days of being so requested by NICEthe Home Authorities, the Contractor shall Company must transfer to NICEthe Home Authorities, or any person designated by NICEthe Home Authorities, free of charge, all computerised filingdata, recordings, documentation, planning and drawings held on software and utilised in the provision of the ProjectServices. The transfer shall must be made in a fully indexed and catalogued disk format to operate on a proprietary software package identical to that used by NICE.the Home Authorities. TUPE The Company will be responsible for the payment of all salaries, benefits, bonuses, PAYE liabilities and pension contributions in accordance with (i) Fair Deal and (ii) Staff terms and conditions of employment or engagement (whether contractual or otherwise) in respect of the period during which Staff are employed or engaged by the Company. The Company must indemnify in full and keep indemnified the Home Authorities (and, upon a Service Transfer, any Future Company) against all claims, costs, expenses or liabilities whatsoever and howsoever arising, incurred or suffered by the Home Authorities or any Future Company including without limitation all legal expenses and other professional fees (together with any VAT thereon) in relation to: any breach of Clause 17.1; any act or omission by the Company on or before the date of the Service Transfer or any other matter, event or circumstances occurring before the date of the Service Transfer including (but not limited to) any breaches of the contract of employment, terms and conditions, any Law, obligations or policy applicable to, or any collective agreement in respect of any Transferring Employee; any claims made by a Transferring Employee against the Home Authorities (or, upon a Service Transfer, a Future Company) at any time including (without limitation) any claims for breach of contract, Law, policy or any collective agreement relating to their employment or engagement, claims relating to pay, unfair dismissal, statutory or contractual redundancy pay, discrimination on the grounds of a “protected characteristic” as set out in the Equality Act 2010, equal pay, unlawful deductions, loss of earnings, industrial or personal injury or otherwise relating to their employment or engagement by the Company; any claims in respect of all emoluments and outgoings in relation to the Transferring Employees (including without limitation all wages, bonuses, PAYE, pension contributions and otherwise) payable in respect of any period on or before the date of the Service Transfer; any claim arising out of the provision of, or proposal by the Company to offer any change to any benefit, term or condition or working condition of any Transferring Employee arising on or before the date of the Service Transfer; any statement communicated to or action done by the Company or in respect of any Transferring Employee on or before the date of the Service Transfer regarding the Service Transfer which has not been agreed in advance with the Home Authorities in writing. The Company shall also indemnify in full and keep indemnified the Home Authorities and, upon a Service Transfer, any Future Company in respect of any claims arising from any act or omission of the Company in relation to any other member of Staff or any other person at any time employed or engaged by the Company who is not a Transferring Employee during any period whether before, on or after the date of the Service Transfer. Except with the prior written consent of the Home Authorities, the Company must not, after the Home Authorities have served notice of the termination of the Agreement or after the Company shall have otherwise become aware of the proposed termination of the Agreement or the provision by it of the Services: materially increase the total number of Staff; vary any terms and conditions of employment of any member of Staff or any policy or collective agreement applicable to any member of Staff then assigned by the Company to the provisions of the Services (provided always that this provision shall not affect the right of the Company to give effect to any pre- existing contractual obligation to any such person); remove or replace any particular member of Staff so assigned (unless upon the resignation of such person in which case the Company must replace such person with another person of similar skills, qualifications and experience); deploy any other person to perform the Services (or the relevant part) or increase the number of Staff or terminate or give notice to terminate the employment or contracts of member of Staff; increase the proportion of working time spent on the Services (or the relevant part) by any of the Staff save for fulfilling assignments and projects previously scheduled and agreed with the Home Authorities; or introduce any new contractual or customary practice concerning the making of any lump sum payment on the termination of employment of any Staff. If the Company ceases to provide all or any of the Services (or services equivalent to the Services) and there is a Service Transfer which is a relevant transfer for the purposes of TUPE, the Company agrees that subject to an employee’s right to object pursuant to Regulation 4(7) of TUPE, the Company must: use reasonable endeavours to ensure there is a smooth transition in respect of the transfer of any Transferring Employee and that any Transferring Employee can become an employee of the Future Company or the Home Authorities on the date of the Service Transfer; without prejudice to the foregoing, in respect of the Service Transfer comply with its obligations to inform and consult pursuant to Regulations 13 and 14 of TUPE; indemnify in full and keep indemnified the Home Authorities and/or any Future Company against any claims, costs, expenses or liabilities whatsoever and howsoever arising, incurred or suffered by the Home Authorities or any Future Company including without limitation all legal expenses and other professional fees (together with any VAT thereon) in relation to: the termination of employment by the Company and/or the Home Authorities or any Future Company of any Staff or any other person employed or engaged or formerly employed or engaged by the Company other than the Transferring Employees where the employment or engagement of such person is alleged or deemed to have transferred to the Home Authorities or a Future Company pursuant to TUPE; and any act or omission of the Company in relation to its obligations under regulation 11 of TUPE, or in respect of an award of compensation under regulation 12 of TUPE except to the extent that the liability arises from the Home Authorities or a Future Company's failure to comply with regulation 11 of TUPE. The Company, the Home Authorities and any Future Company shall co-operate to ensure that any requirement to inform and consult employee representatives in relation to any relevant transfer as a consequence of a Service Transfer will be fulfilled. The Parties agree that, where Acquired Staff were active or eligible to be active members of a public service pension scheme immediately prior to the Commencement Date, the Company shall provide future (and if any accrued benefits, past pension) protection, in accordance with Fair Deal. For the avoidance of doubt, the Parties agree to negotiate in good faith in order to enter into all further agreements necessary to ensure that the Home Authorities can impose upon any Future Company the level of pension protection set out in Fair Deal in respect of such staff. Where this Clause applies as a result of:
Appears in 1 contract
Samples: Agreement
TENDERING AND HANDOVER. Within 21 days of being so requested by NICEthe Council, the Contractor Provider shall provide and thereafter keep updated, in a fully indexed and catalogued format, all the information considered necessary by NICE to enable it the Council to issue invitations to offer for the future provision of the Project or services similar to Service(s) following the Projecttermination of this contract and in accordance with clause 5.3. Where, in the opinion of NICEthe Council, the Transfer of Undertakings (Protection of Employment) Regulations 1981 are likely to apply on the termination or expiration of the AgreementContract, the information to be provided by the Contractor Provider under Clause 26.1 clause 23 shall include, as applicable, accurate information relating to the employees Staff who would be transferred under the same terms of employment under those Regulations, including in particular (but not limited to): the number of employees assigned by the Contractor to the ProjectStaff who would be transferred, but with no obligation on the Contractor Provider to specify their names; in respect of each of the employees referred to in Clause 26.2.1those Staff, their dates of birth, sex, salary and other cash benefits, any non-cash benefitssalary, length of service, hours of work and rates, and any other factors affecting redundancy entitlement, any specific terms applicable to those employees Staff individually and any outstanding claims arising from their employment; and the general terms and conditions applicable to those employeesStaff, including Xxxxxxx Bath and North East Somerset Council provisions, probationary periods, retirement age, periods of notice, current pay agreements and structures, special pay allowances, working hours, entitlement to annual leave, sick leave, maternity and special leave, injury benefit, redundancy rights, terms of mobility, any loan or leasing agreements, and any other relevant collective and or recognition agreements, facility time arrangements and additional employment benefits. NICE The Council shall take all necessary precautions to ensure that the information referred to in Clause 26.2 22.2. is given only to Replacement Suppliers replacement providers who have qualified to offer for the future provision of servicesService(s). NICE The Council shall require that such Replacement Suppliers Providers shall treat that information in confidence, that they shall not communicate it except to such persons within their organisation and to such extent as may be necessary for the purpose of preparing a response to an invitation to offer issued by NICE the Council and that they shall not use it for any other purpose. The Contractor Subject to Clause , the Provider shall indemnify NICE the Council against any claim made against NICE the Council at any time by any person in respect of the liability incurred by NICE the Council arising from any deficiency or inaccuracy in information, which the Contractor Provider is required to provide under Clause 26.1 and/or Clause 26.2. The Contractor shall allow 22.2.. If the Provider gives consent access to premisesthe site(s) will be allowed, in the presence of a representative of NICEthe Council, to any person representing any Replacement Supplier replacement provider whom NICE the Council has selected to offer for the future provision of servicesService(s). For the purpose of such access, where the premises belong to site(s) is on the ContractorProvider’s Premises, NICE the Council shall give the Contractor reasonable Provider seven days’ written notice of a proposed visit together with a list showing the names of all persons who will be attending those premisesPremises. NICE shall use its reasonable endeavours to ensure that all All persons who attend the ContractorProvider’s premises Premises for the purposes of Clause 26.5 22.5. shall comply with the ContractorProvider’s security procedures, subject to such compliance not being in conflict with the objective of the visit. The Contractor Provider shall co-operate fully with NICE the Council during the hand-over handover arising from the completion or earlier termination of the AgreementContract. This co-operation, during the setting up operations period of the new supplierProvider, shall extend to allowing full access to, and providing copies of all documents, reports, summaries and other information necessary in order to achieve an effective transition without disruption to the routine operational requirements. Within ten working days of being so requested by NICEthe Council, the Contractor Provider shall transfer to NICEthe Council, or any person designated by NICEthe Council, free of charge, all computerised filing, recordings, documentation, planning and drawings held on software and utilised in the provision of the ProjectService(s). The transfer shall be made in a fully indexed and catalogued disk format to operate on a proprietary software package identical to that used by NICEthe Council.
Appears in 1 contract
Samples: psnc.org.uk
