35. Another rule of thumb is that any agreement (including schedules) to which the Authority will be a party or under which it may pick up a liability in consequence of its obligations under another agreement should be under its control (or the control of its legal adviser). It is crucial that the Authority (or its advisers) retains configuration control over these documents. There are possibly some exceptions to this rule but they are limited in scope and without exception the Authority and its legal advisers will require approval of their final form having been kept in the loop on their development and allowed input during the process. The exceptions are:
• The Contractor's Technical Solution (Schedule B);
• The Loan Agreement;
• Hedging Agreements;
• Sub-contracts;
Other exceptions must be looked at on a case by case basis.
36. The key concern which the IPT has in these documents is one of risk transfer and liability on termination. It must be allowed access to drafts at relevant points in the negotiations (subject to the ability of the other parties not to disclose commercially sensitive data) to determine how risks are being managed by the preferred bidder and what (if any) its liability may be on termination.