Direct award of a Train Services Agreement for Class 444/450 rolling stock

Direct award of a 5 year contract (Train Services Agreement) for the provision of train maintenance services in relation to the contracting authority's fleet of 45 x 5 car units of

Class 444 rolling stock and 127 x 4 car units of Class 450 rolling stock . The service provider will also be the supplier of all spares and consumables required for the maintenance of the fleet.

The Train Services Agreement also contains a right to transfer or sub-let the contract to certain third parties and an obligation for the service provider to enter into a direct agreement with the Secretary of State in parallel to the Train Services Agreement. The direct agreement permits the Secretary of State to call for a New Contract in the event of the termination or expiry of the contracting authority's services agreement with the Secretary of

State. The duration of the New Contract would typically be up to 3 years and the terms of the New Contract and the circumstances in which the direct agreement can be relied upon are all unambiguously set out in the direct agreement. The Train Services Agreement also contains mechanisms under which additional services can be requested in the circumstances prescribed in the TSA and can be modified to deal with a change in law, a change to the Page 2 to 6 relevant consent or a change in the Operator's Safety Management System as well as to require the implementation of certain cyber security measures ("the Change Provisions"). In the event that the contract is transferred or sub-let to a third party, a direct agreement is relied upon by the Secretary of State or any of the Change Provisions are engaged, it is considered that these would be permitted modifications provided for in the contract."