25.33 On the expiry or earlier termination of this Agreement, the Authority and Sub-hubco agree that it is their intention that the Transfer Regulations shall apply in respect of the provision thereafter of any service equivalent to a Service but the position shall be determined in accordance with the Law at the date of expiry or termination as the case may be and this Clause is without prejudice to such determination.
25.34 Sub-hubco shall not and shall procure that no Service Provider shall make any material change to the terms and conditions of employment of any person employed in the provision of any Service, transfer any person employed in the provision of any Service to another part of its business or materially increase or decrease the number of such persons:
25.34.1 within the period of twelve months immediately preceding the expiry of this Agreement, or
25.34.2 within the period of twelve months before the termination of this Agreement or, if shorter, during the period of notice of termination
without the Authority's consent (which shall not be unreasonably withheld), except if such change is required by Law.
25.35 If the Transfer Regulations do not apply on the expiry or earlier termination of this Agreement, the Authority shall ensure that each new provider of a service equivalent to a Service on or after the expiry or earlier termination of this Agreement (including the Authority) shall offer employment to the persons employed by Sub-hubco or a Service Provider in the provision of the Service immediately before the expiry or earlier termination of this Agreement and shall indemnify Sub-hubco or a Service Provider for Direct Losses any of them may suffer or incur as a result of its failure to do so, and for any costs, claims or liabilities for redundancy payments (whether statutory or contractual).
25.36 If an offer of employment is made in accordance with Clause 25.35 the employment shall be on the same terms and conditions as applied immediately before the expiry or earlier termination of this Agreement including full continuity of employment, except that the Authority or other new service provider may at its absolute discretion not offer such terms and conditions if there has been any change to the terms and conditions of the persons concerned in breach of Clause 25.34.