26.1.  Relevant Transfers

26.1.1.  The Authority and the Service Provider agree that the following events:

a)  the Service Transfer Date;16 November 200720 and

b)  where the identity of a provider (including the Authority) of any service which constitutes or which will constitute one of the Services is changed whether in anticipation of changes pursuant to this Agreement or not;

shall constitute a Relevant Transfer and that the contracts of employment (together with any collective agreement) of any Relevant Employees shall have effect (subject to Regulation 4(7) of TUPE) thereafter as if originally made between those employees and the new provider except insofar as such contracts relate to any benefits for old age, invalidity or survivors under any occupational pension scheme (save as required under sections 257 and 258 of the Pensions Act 2004).  On the occasion of a Relevant Transfer (save on expiry or termination of this Agreement) the Service Provider shall procure that the former and the new sub-contractor shall both comply with their obligations under TUPE.

26.1.2.  The Authority shall comply with its obligations under TUPE in respect of each Relevant Transfer pursuant to this Agreement and the Service Provider shall comply and shall procure that each sub-contractor shall comply with its obligations (including without limitation the obligation under Regulation 13(4) of TUPE) in respect of each Relevant Transfer pursuant to this Agreement and each of the Authority and the Service Provider shall indemnify the other against any Direct Losses sustained as a result of any breach of this clause 26.1 by the party in default SAVE THAT there shall be no obligations under Regulation 13 of TUPE, or any award of compensation under Regulation 15 where such failure arises from the failure of the Service Provider or any sub-contractor of the Service Provider to comply with its or their duties under Regulation 13 of TUPE.  [The provisions of this clause 26.1 and clause 27 shall not apply to the Market Testing Procedure which shall be governed by the provisions of clause ♦ (Market Testing).]

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20  The provisions will need to be amended if Interim Services are being provided.