Draft special services agreement for provision of new Transport Operational Command Unit

Report: 11
Date: 25 April 2002
By: Commissioner and Clerk

Summary

This report sets out the key elements of the draft Special Services Agreement with Transport for London (TfL) which is needed to protect the interests of the MPA in the operation of the proposed Transport Operational Command Unit (TOCU). The Agreement is the second stage of the contract documentation needed to establish the Transport OCU, following the MPA's approval for the sealing of the Ancillary Agreement on 28 February. This report explains the provisions of the draft Special Services Agreement and seeks the approval of the MPA for the Clerk to affix the MPA's seal to the Agreement. It is intended to conclude negotiations before the MPA meeting on 25 April and in that event copies of the draft SSA will be deposited with the Secretariat for members of the Authority. However, if this is not feasible an oral update will be provided to members. The MPA's legal advisers will be in attendance at the Authority meeting.

A. Recommendations

That the Authority:

1. Approves the making of a Special Services Agreement between the MPA and TfL, subject to the agreement of the Clerk and Treasurer to any further minor amendments emerging during the last stages of negotiation.
2. Authorises the Clerk to affix the MPA's seal to the document and to make all other arrangements for its completion, including any minor formatting changes that may be necessary.
3. Authorises the Clerk to sign and approve variations ('Notices') to the Agreement under delegated powers, provided that such variations do not give rise to additional financial obligations on the MPA.
4. Agrees that variations ('Notices') which give rise to additional financial obligations for the MPA should be referred to the Finance, Planning and Best Value Committee (under delegation) for approval.
5. Notes that the Agreement will also need to be approved by the TfL Board, and that formal sealing of the Agreement will only take place after such approval has been obtained.

B. Supporting information

Background

1. At the meeting of the full Metropolitan Police Authority on 28 February 2002, members received reports setting out proposals made by the Mayor for the creation of a new Transport OCU. Members were asked to note the intention to seek final approval for the draft Special Services Agreement (SSA) at the meeting of the full MPA on 25 April.

2. Negotiations are proceeding with TfL. This report presents the current position of these negotiations. The MPA's legal advisers have overseen and endorsed the drafting of the SSA.

Special services agreement – key points

3. The operation and management of the new Transport Operational Command Unit is complex, and this, together with the need to define clearly the responsibilities of the respective parties is reflected in the degree of detail contained within the Agreement. In order to assist members, the paragraphs below set out the key issues contained in the SSA. In the event that members wish to pursue more detailed legal issues, these can be raised at the meeting where the MPA's legal adviser, Ian Adamson, will be in attendance to take questions.

4. Interpretation
The principal function of this clause is to assign specific definitions to particular terms in the Agreement. A defined term is indicated where the leading letter is upper case.

5. The contractual services
The commencement date for start of service has been amended from 1 June to 10 June. There is a reference to additional services, which relates to the possibility that the services delivered within the Agreement may be expanded following agreement between the parties.

6. Term and renewal
This states that the Agreement shall continue unless terminated by either party for a period of five years at which point there will be a review of the operation and effectiveness of the Agreement.

7. Delivery of the contractual services
In this clause it is established that:

• contractual services will be delivered for purposes of meeting the Objectives. This is the core business to be discharged by the new unit and the details are set out in full in Appendix 1 to this report.
• the operational discretion of the Operational Commander will not be compromised
• in the event of resources being deployed away from the TOCU, TfL shall not be required to pay for such alternative deployment i.e. the cost of the services would be reduced in line with the time period over which resources are redeployed.
• the MPA will consult with TfL in regard to the method of removing vehicles from bus corridors and all costs incurred by the MPA will be recoverable. TfL is able to suspend this part of the contractual services if the cost of the services is not affordable.
• the MPA may offset costs arising from increased use of MPS facilities outside of the Agreement (e.g. custody suites or other facilities) by adjustment of the level of service provided for within the Agreement.

8. Provisions relating to the equipment property and services

• All equipment shall belong to the MPA.
• The use, cost and depreciation of equipment will be recorded.
• An Equipment Reserve will be created to finance the replacement of equipment, and TfL will pay depreciation charges into this reserve to allow for its subsequent replacement.
• If additional items of equipment are required then this will be subject to approval by TfL.

9. Change control
This indicates the procedures to be used for the adjustment of the Contractual Services.

10. Charges

• TfL shall make monthly payments to the MPA on the 20th of each month. The payments will reflect actual costs incurred under the provisions of the Agreement. The latest estimate of costs is attached at Appendix 2.
• Interest shall be payable by TfL if payments are late at the rate of 2% above the base rate of the Bank of England from the date payment was due until the actual date of payment.
• If money is due to the MPA from TfL then this may be deducted by MPA from any other sums due to TfL.

11. Obligations of TfL

• TfL will assist the MPA to deliver the service by providing reasonable access to its premises, personnel and equipment, and will ensure co-operation from its operating subsidiaries (e.g. London Buses) and contractors insofar as is reasonably practical.
• TfL will supply Personnel, Equipment and Services to MPA as set out in the relevant schedules.
• TfL will ensure that their personnel are fully informed and trained in regard to their duties and obligations in relation to the TOCU.

12. Obligations of MPA

• The services are to be delivered to the general standard used within the MPA (and MPS).
• The services are to be delivered with appropriate skill, care and diligence.
• The MPA will maintain equipment used by the TOCU in accordance with normal standards for the MPA.
• The MPA will maintain a Financial Schedule of Assets to record relevant financial information concerning the acquisition, depreciation and disposal of equipment.
• The MPA will comply with the terms of any licence under which it occupies TfL premises.

13. Liability and insurance

• An Insurance Reserve is to be created, title to which rests with the MPA. The MPA will annually credit the average credit balance of the Reserve with a sum equivalent to the interest accrued using the average seven day rate of interest.
• TfL will make the contributions necessary to maintain this reserve and the contribution in 2002/03 is estimated to be £1.1m. Payments arising from the realisation of risks, including payments to other parties, will be made from this reserve.
• TfL may require the MPA to obtain external insurance cover for which MPA will be reimbursed by TfL. Conversely, the MPA has the option of seeking such cover, which will be reimbursed by TfL.
• Any shortfall on the Insurance Reserve will be met by TfL.
• The MPA will provide appropriate management information, including a Risk Management Plan, regularly to the Combined Advisory Committee (see paragraph 21 below).

14. Administrative matters

• This clause includes undertakings in regard to hazard notification and health and safety issues.

15. Confidentiality

• This clause protects the confidentiality of information used to deliver or operate the Agreement, in the expectation that commercially sensitive or other sensitive information may be generated through delivery.

16. Termination

• A Notice of Termination may be served by TfL or MPA to terminate the Agreement on not less than twelve months notice. Where either party is in breach of the Agreement, the other may serve a default notice to terminate the Agreement or require the other party to rectify the breach,

17. Consequences of termination
The principal issues in regard to equipment are:

• The MPA will be able to recover outstanding debts from TfL, and any costs associated with termination of supply contracts.
• Equipment in respect of which ownership is regulated by the Home Office may be destroyed or sold by the MPA.
• TfL may require the return of certain categories of equipment
• The MPA may retain equipment upon making an appropriate payment to the TfL.

The principal issues in regard to personnel are:

• TfL will reimburse the MPA for any costs, including redundancy settlements, associated with the redeployment or termination of employment of personnel who are not police officers for a period of up to six months after the date of termination of the Agreement'
• Similar terms apply to police officers except that the relevant period after the date of the service of the termination of the Agreement is nine months.

18. The equipment reserve

• The Equipment Reserve, used in connection with the replacement of equipment will be the property of the MPA.
• The Equipment Reserve may also be used by the MPA to meet any sums outstanding by TfL
• Any actual or potential shortfall on the Equipment Reserve identified by the MPA will be met by TfL

19. Audit requirements & access
TfL personnel and their authorised representatives will be granted reasonable access to relevant records, sites and/or equipment relating to the operation of the Transport OCU.

20. The ancillary agreement

• The Ancillary Agreement will cease to apply once the Special Services Agreement comes into effect, except that certain provisions will remain operative including the reimbursement of set-up costs.
• All commitments entered into under the Ancillary Agreement apply as if they were entered into under the Special Services Agreement.

21. The combined advisory committee

• The Combined Advisory Committee will consist of representatives drawn from both TfL and the MPA, who satisfy the requirements as set out in the relevant clauses of the Special Services Agreement.
• The remit of the Combined Advisory Committee is to consider proposed variations to the Agreement, to monitor and assess the effectiveness of the TOCU, and to offer advice as required.
• The Combined Advisory Committee has no mandatory powers in respect of the Operational Commander.

22. Protection of personal data
Both parties to the Agreement will observe all their obligations under existing Data Protection requirements.

23. MPA and TfL personnel

• TfL personnel and any sub-contractor involved with the TOCU will be subject to vetting by the MPA as a condition of being granted access to premises under the control of the MPA.
• In accordance with security procedures used within the MPA, the Operational Commander may refuse access to information or premises under the control of the MPA, and is not obliged to give any reason therefore.

24. Transfer & sub-contracting

• TfL will be liable for any acts and omissions of any Subsidiary Undertaking or Third Party Contractor and remains solely liable to the MPA for performing its obligations under the Agreement.
• Neither party shall assign any obligations under the Agreement to a third party.

25. Publicity
The parties undertake to produce a publicity protocol for the management of publicity issues.

26. Dispute resolution/mediation

• In the event that a dispute cannot be resolved then a neutral adviser will consider the issue and make a recommendation accordingly.
• If both parties agree the neutral adviser's recommendation then their respective authorised representative will confirm this in writing, and this will be binding on both parties.
• Nothing contained in this clause will limit either party's freedom to commence legal proceedings to protect their rights.

27. General
The Agreement can only be varied by procedures as outlined in the Agreement.

Outstanding issues

28. Any outstanding issues will be reported orally at the meeting.

Discussion

29. This agreement, which comes at the end of a prolonged period of negotiation, takes forward the development of the Transport Operational Command Unit, to achieve the mutually agreed objectives of making London's streets safer, while safeguarding the position of the Commissioner in terms of operational resilience. It contains a number of safeguards for the MPA and MPS. Since the Authority previously considered the proposals negotiations have achieved clarity about areas of particular concern. Provision in respect of termination of the agreement, the ownership of equipment and accounting conventions in respect of capital and revenue expenditure, and processes to be followed if certain offences are decriminalised are now fully set out. The MPA has facility under the Agreement to recover from TfL management and other support costs related directly to the operation of the TOCU. In addition there is provision if additional ancillary costs are identified for the MPA to adjust the contractual services to offset such ancillary costs. It is therefore the firm recommendation of both the Commissioner and the Clerk that members should now agree that the TOCU be established in accordance with the provisions of the Special Services Agreement.

C. Financial implications

30. Estimated costs for the first year are set out in Appendix 2. Funding is provided within TfL's budget for 2002/03 and reimbursement will be made in accordance with the provisions of this agreement which protect the Authority's financial position. The costs for future years will be identified as part of the budget process to ensure that TfL provide for full reimbursement in future years.

D. Background papers

Report to the Finance, Planning and Best Value Committee meeting on 21 February 2002 and Report to the MPA meeting on 28 February 2002.

E. Contact details

Report author: Commander Alan Shave, MPS.

For information contact:

MPA general: 020 7202 0202
Media enquiries: 020 7202 0217/18

Appendix 1: Schedule 1 - part 1.A

The contractual services

Utilising the resources available to the TOCU pursuant to the terms of the within written Agreement, in relation to each of the Objectives MPA will deliver the following Contractual Services:

Objective 1: The public and staff feel safe using bus services, bus stops and the roads on agreed routes and corridors.

OCU staff to provide high profile on-bus presence on defined routes/corridors and locations in order to deter crime and anti-social behaviour

Assign staff to target and reduce criminal activity in order that the public and staff feel safe using bus services, bus stops and the roads on agreed routes and corridors

Focus on activities of youths, including known problem routes/locations and work with TFL and the other agencies on established educational initiatives (e.g. Buswise/Junior Citizen) to prevent anti-social behaviour occurring

Respond quickly and effectively to reports of assaults on staff and passengers and reports of public disorder on buses, at bus stops and bus stations

Support TFL ticket checking and other revenue protection activities

Provide pro-active and reactive support to bus operators and TFL who wish to prosecute criminals and vandals identified on CCTV

Objective 2: To ensure the efficient movement of buses on agreed routes and corridors

OCU staff (Police Constables and Traffic Wardens/Auxiliaries) to deal with illegal obstructions on the highway (including vehicle removals at the discretion of the Operational Commander where the MPA has the appropriate powers or consent) to ensure the free flowing movement of buses and take other appropriate action to ensure the free movement of buses

Report defective traffic signals and take positive action to maximise bus flows during any periods of associated disruption. Where appropriate, implement temporary bus priority measures as necessary

OCU staff to provide high profile presence in order to deter illegal parking and other road traffic offences to complement existing enforcement initiatives (including London Bus Initiative, Street Management Camera Enforcement and Revenue Protection Inspectors)

Ensure road works are in accordance with licensing agreements (to the extent of MPA powers to do so) and are managed appropriately and timely and where necessary take positive action to maximise bus flows during any periods of associated disruption.

Where appropriate, implement temporary bus priority measures as necessary.

Ensure obstructions due to traffic collisions are removed as soon as practicable and/or steps are taken to minimise the effect on bus journey times

Minimise the impact on bus operations at times of security alerts and other critical incidents

Provide assistance, guidance and support to staff and customers during special events e.g. demonstrations, including strikes on other forms of public transport to maximise bus flows. Where appropriate, implement temporary bus priority measures as necessary

Ensure that red route, loading & parking box regulations are enforced and the level of warden presence is sufficient according to the needs of the location

Objective 3: Enforcement of the law relating to taxis and private hire vehicles

Undertake strategic enforcement operations against taxi touting as identified by the intelligence unit

Undertake enforcement activity targeted at offences against taxi and private hire legislation

Respond to criminal acts by or against taxi and private hire drivers, reported to or observed by the MPS. Provide support to TFL Public Carriage Office (PCO) on street activity

Maximise the co-ordination of MPS taxi activities with those of TFL (PCO) personnel addressing taxi and private hire operations and forming the focus for taxi and private hire activities within the MPS

Establish a Taxi Unit within the new Transport OCU to act as a single point of contact with the MPS for TFL (PCO) personnel

Provide, where appropriate, training for TFL (PCO) and MPS personnel

Collect data on illegal operations and supply data to TFL (PCO) staff assigned to licensing compliance activities

Within the Contractual Services MPA will deploy resources to deliver specified enforcement activities for taxis and that where agreed resources from area task forces (within the TOCU) will be deployed in support of Seneca (bus related) activities undertaken by borough command units. For the avoidance of doubt these enforcement activities where undertaken in support of borough command units may be delivered away from the Bus Routes.

The task forces will also respond to urgent requests for assistance from TFL at the discretion of the Operational Commander on any part of the bus network within the metropolitan police district.

Appendix 2: Provisional Estimate

Transport OCU - Financial Year 2002/03 (from commencement date)

This Provisional Estimate will be revised on a regular basis (by agreement between the parties save in respect of any matter already agreed pursuant to a Memorandum of Agreement or otherwise) until 1st June 2002 whereupon it shall become the Estimate for 2002/03.

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