Compliance with Law and Authority Policies

25.28  Project Co shall comply and shall procure that each Service Provider and all persons employed or engaged by a Service Provider in connection with the provision of any Service shall comply at all times with the Law on health and safety at work and on anti-discrimination and equal opportunities.

25.29  Project Co shall procure that each Service Provider takes all reasonable steps to procure that all persons including any employed or engaged by a Service Provider in connection with the provision of any Service shall, so far as applicable, comply with the Authority Policies as regards health and safety at work (including the Authority Policy regarding smoking) and with those relating to anti-discrimination and equal opportunities (including those relating to harassment).  Project Co also shall take and shall procure that every Service Provider shall take all such steps as the Authority may reasonably require, which shall include co-operation with action proposed or taken by the Authority, to ensure that the Authority complies with its duty under section 3(1) Health and Safety at Work Act 1974 regarding the conduct of the undertaking of the Authority.

25.30  Project Co shall or shall procure that it and/or any relevant Service Provider to whom any Transferring Authority Employees transfer under an Employee Transfer shall:

25.30.1  ensure that all individuals (including Transferring Authority Employees) employed or engaged from time to time in the provision of the Services ("Assigned Employees") are engaged on terms and conditions of employment which are no less favourable overall than those applying to the Transferring Authority Employees;

25.30.2  subject to Clause 25.30.1 ensure that the terms and conditions offered to any new employees who are being employed or engaged in the provision of the Services are offered after full consultation with the representatives of any recognised trade union of the Assigned Employees or, in the event that there is no recognised trade union for the Assigned Employees, with other elected representatives of such Assigned Employees;

25.30.3  subject to Clauses 25.30.1 and 25.34, ensure that any changes to the terms and conditions of the Assigned Employees are achieved after full consultation with the representatives of any recognised trade union of such Assigned Employees or, in the event that there is no recognised trade union for such Assigned Employees, with other elected representatives of such Assigned Employees;

25.30.4  use all reasonable endeavours to promote and conduct fair employment practices and best practice in relation to health and safety and equal opportunities and maintain a constructive approach to employee relations, including to the question of trade union recognition;

25.30.5  support any government sponsored review of any guidelines, recommendations or requirements in relation to public private partnerships in Scotland and that Project Co shall provide (and shall procure that any Service Provider shall provide) the Authority with all such advice, information or other support as it shall require to enable it to assist any such reviews;

25.30.6  provide in writing to the Authority immediately upon a request from the Authority, subject to its obligations relating to data protection and confidentiality, all such information or documentation as the Authority may require acting reasonably to enable it to review and monitor the extent to which Project Co (or any Service Provider) complies with the conditions set out in the document "Public Private Partnerships in Scotland - Protocol and Guidance Concerning Employment Issues" (or any such similar protocol, requirements or guidance issued and with which the Authority, Project Co or any Service Provider may be required to comply) and in this Clause 25.30 throughout the period of this Agreement.  Such information may include (but shall not be limited to) information relating to:

(a)  the management arrangements for the Assigned Employees;

(b)  the pay, terms and conditions of the Assigned Employees, including details of the pension arrangements for Assigned Employees;

(c)  the variety of workforce training and development opportunities available to the Assigned Employees;

(d)  the framework for and conduct of employee relations relating to the Assigned Employees, including the employer's approach to trade union recognition and facilities;

(e)  the health and safety, equal opportunities or other employment related procedures relating to the Assigned Employees;

25.30.7  provide to the Authority as soon as reasonably practicable any further information or documentation in its possession or under its control (or which it can reasonably obtain) which updates any information or documentation provided in accordance with Clause 25.30.6 above;

25.30.8  warrant that the information provided to the Authority in accordance with Clauses 25.30.6 and 25.30.7 above will be full, complete and accurate;

25.30.9  indemnify the Authority and keep the Authority indemnified in full against all costs, claims, liabilities or expenses (including legal expenses) suffered or incurred by the Authority which relate to or arise out of any breach by Project Co (or any Service Provider) of any of the provisions of Clauses 25.30.6 and 25.30.7 above;

25.30.10  indemnify the Authority and keep the Authority indemnified in full from and against any cost, claims, liabilities and expenses (including legal expenses) suffered or incurred by the Authority which relate to or arise out of any act or omission by Project Co or any Service Provider or any other event or occurrence in each case on or after the Relevant Service Transfer Date up to but not including the date of expiry or termination of this Agreement (including, without prejudice to the foregoing generality, in relation to negligence claims by any Transferring Authority Employee or third party, unfair dismissal, redundancy, unlawful discrimination, breach of contract, unlawful deduction of wages and, subject to Clauses 25.25 and 25.26, equal pay).