2.4.  Contractor Indemnities

The Contractor shall indemnify and keep indemnified in full the Authority, and at the Authority's request each and every Future Service Provider against:

2.4.1.  any claims in respect of emoluments and all other contractual or statutory payments and benefits unpaid by or due from the Contractor or any Sub-Contractor to any person entitled to such payments from the Contractor or any Sub-Contractor who is, or has been, employed or engaged by the Contractor or any Sub-Contractor in connection with the provision of any of the Service which relate to any period of employment or engagement with the Contractor or any Sub-Contractor on or after the [Services Commencement Date] but prior to the date of expiry or termination of this Contract, and all income tax and pension and national insurance contributions payable thereon; and

2.4.2.  insofar as paragraph 2.4.1 does not apply, all Direct Losses incurred by the Authority or any Future Service Provider as a result of any claim against any such party in respect of any liability to any person who is, or has been, employed or engaged (whether as a consequence of the TUPE or of the provisions of this paragraph 2) by the Contractor or any Sub-Contractor in connection with the provision of the Service, where such claim arises as a result of any act, fault or omission of the Contractor or any Sub-Contractor occurring after the Services Commencement Date and before the expiry or termination of this Contract.