54A.7  Offer of Employment on Expiry or Termination

If the Transfer Regulations do not apply on the Expiry Date or, if earlier, the Termination Date, the Authority shall procure that each Future Service Provider (or the Authority) (as appropriate) shall offer employment to the persons employed by the Service Provider (or a relevant sub-contractor) and assigned to the provision of the Service immediately before the Return Date and the provision of this clause 54A.7 shall apply:

(a)  if an offer of employment is made in accordance with this clause 54A, the employment shall be on the same terms and conditions (except for entitlement to membership of an occupational pension scheme, which shall be dealt with in accordance with clause 55 (Pensions)) as applied immediately before the Expiry Date or, if earlier, the Termination Date including full continuity of employment, except that the Authority or Future 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 54A.5;

(b)  where any such offer as referred to in clause 54A.7(a) is accepted, the Service Provider shall indemnify and keep indemnified in full the Authority and/or any Future Service Provider on the same terms and conditions as those set out in clauses 54A.4 and 54A.6 as if there had been a Relevant Transfer in respect of each and every employee who has accepted any such offer and for the purposes of this clause 54A each and every such employee shall be treated as if they were a Returning Employee;

(c)  for the avoidance of doubt, where any such offer as referred to in this clause 32A.7 is not accepted and the Transfer Regulations do not apply, the employee shall remain an employee of the Service Provider or a relevant sub-contractor as appropriate.