Deed of Variation of Leisure Operating Contract

{
  "awards": [
    {
      "id": "019977-2026-1",
      "relatedLots": [
        "1"
      ],
      "status": "active",
      "suppliers": [
        {
          "id": "GB-COH-2204085",
          "name": "Sports and Leisure Management Ltd (SLM)"
        }
      ]
    }
  ],
  "buyer": {
    "id": "GB-FTS-176262",
    "name": "London Borough of Havering"
  },
  "contracts": [
    {
      "awardID": "019977-2026-1",
      "dateSigned": "2016-04-30T00:00:00+01:00",
      "id": "019977-2026-1",
      "status": "active",
      "value": {
        "amount": 175000000,
        "currency": "GBP"
      }
    }
  ],
  "date": "2026-03-05T14:35:20Z",
  "description": "The London Borough of Havering appointed SLM to provide the leisure services pursuant to the Contract and Leases for the management and operation of the London Borough of Havering\u0027s five leisure centres.\nThe Contract Period is 20 years from 1 October 2016 with a 5-year possible extension.  \nThe London Borough of Havering intends to enter a deed of variation with SLM to modify the Contract to appoint SLM as the London Borough of Havering\u0027s Agent.\nThe Deed of Variation will set out the scope of the agency appointment and the extent to which SLM will act as the London Borough of Havering\u0027s agent.  SLM shall be appointed as the London Borough of Havering\u0027s Agent to provide the leisure services and maintenance of the London Borough of Havering\u0027s facilities but shall continue to carry out other services (specifically, the provision of food, beverages and retail services) as an outsourced supplier to the London Borough of Havering.\nThe Deed of Variation does not materially alter the risk position of the parties.\nThe Agent shall receive a variable management fee and reimbursement for its operating costs in providing the agency services.\nThe London Borough of Havering is guaranteed a minimum return of the revenue received each year on the London Borough of Havering\u0027s behalf having regard to the operating costs and management fee payable to the Agent.\nThe Agent shall have a licence to occupy each of the London Borough of Havering\u0027s facilities.",
  "id": "019977-2026",
  "initiationType": "tender",
  "language": "en",
  "ocid": "ocds-h6vhtk-06632c",
  "parties": [
    {
      "address": {
        "countryName": "United Kingdom",
        "locality": "Romford",
        "postalCode": "RM13BB",
        "region": "UKI52",
        "streetAddress": "The Mayor and Burgesses of the London Borough of Havering, Town Hall, Main Road"
      },
      "contactPoint": {
        "email": "Patrick.Odling-Smee@havering.gov.uk",
        "name": "Patrick Odling-Smee",
        "telephone": "+44 1708434343"
      },
      "details": {
        "buyerProfile": "https://www.havering.gov.uk/",
        "classifications": [
          {
            "description": "Regional or local authority",
            "id": "REGIONAL_AUTHORITY",
            "scheme": "TED_CA_TYPE"
          },
          {
            "description": "General public services",
            "id": "01",
            "scheme": "COFOG"
          }
        ],
        "url": "https://www.havering.gov.uk/"
      },
      "id": "GB-FTS-176262",
      "identifier": {
        "legalName": "London Borough of Havering",
        "noIdentifierRationale": "notOnAnyRegister"
      },
      "name": "London Borough of Havering",
      "roles": [
        "buyer"
      ]
    },
    {
      "address": {
        "countryName": "United Kingdom",
        "locality": "Leicestershire",
        "postalCode": "LE10 3EY",
        "region": "UKF22",
        "streetAddress": "2 Watling Drive, Hinckley, Leicestershire"
      },
      "details": {
        "scale": "large"
      },
      "id": "GB-COH-2204085",
      "identifier": {
        "id": "2204085",
        "legalName": "Sports and Leisure Management Ltd (SLM)",
        "scheme": "GB-COH"
      },
      "name": "Sports and Leisure Management Ltd (SLM)",
      "roles": [
        "supplier"
      ]
    },
    {
      "address": {
        "countryName": "United Kingdom",
        "locality": "London"
      },
      "id": "GB-FTS-166136",
      "identifier": {
        "legalName": "High Court, London"
      },
      "name": "High Court, London",
      "roles": [
        "reviewBody"
      ]
    }
  ],
  "tag": [
    "award",
    "contract"
  ],
  "tender": {
    "classification": {
      "description": "Recreational, cultural and sporting services",
      "id": "92000000",
      "scheme": "CPV"
    },
    "description": "London Borough of Havering intends to enter into a deed of variation with Sports and Leisure Management Limited (SLM) in relation to the Leisure Operating Contract dated 30 September 2016 in order to appoint SLM as London Borough of Havering\u0027s agent in delivering the leisure services at the London Borough of Havering\u0027s core leisure centre facilities.\nThe core leisure centre facilities include:\n\u2022\tHarrow Lodge Leisure Centre\n\u2022\tNoak Hill Sports Complex\n\u2022\tCentral Park Leisure Centre\n\u2022\tRainham Leisure Centre \n\u2022\tSapphire Ice \u0026 Leisure\nThe date of the proposed modification is 1 April 2026.",
    "id": "ocds-h6vhtk-06632c",
    "items": [
      {
        "additionalClassifications": [
          {
            "description": "Building and facilities management services",
            "id": "79993000",
            "scheme": "CPV"
          },
          {
            "description": "Sports facilities operation services",
            "id": "92610000",
            "scheme": "CPV"
          }
        ],
        "deliveryAddresses": [
          {
            "region": "UKI52"
          }
        ],
        "id": "1",
        "relatedLot": "1"
      }
    ],
    "legalBasis": {
      "id": "32014L0024",
      "scheme": "CELEX"
    },
    "lots": [
      {
        "description": "London Borough of Havering intends to enter into a deed of variation with Sports and Leisure Management Limited (SLM) in relation to the leisure management contract (Contract) dated 30 September 2016 in order to appoint SLM as the London Borough of Havering\u0027s agent in delivering the leisure services at the London Borough of Havering\u0027s core leisure centre facilities.\nThe core leisure centre facilities include:\n\u2022\tHarrow Lodge Leisure Centre\n\u2022\tNoak Hill Sports Complex\n\u2022\tCentral Park Leisure Centre\n\u2022\tRainham Leisure Centre \n\u2022\tSapphire Ice \u0026 Leisure\nThe date of the proposed modification is 1 April 2026.",
        "hasOptions": false,
        "id": "1"
      }
    ],
    "mainProcurementCategory": "services",
    "procurementMethod": "limited",
    "procurementMethodDetails": "Award procedure without prior publication of a call for competition",
    "procurementMethodRationale": "The procurement is a permitted modification of an existing contract.\nExplanation:\nThis voluntary ex ante transparency notice (VEAT Notice) gives notice that the London Borough of Havering is entering into a deed of variation (Variation) to make certain changes summarised in this VEAT Notice. A procurement procedure is not necessary on the basis that the Deed of Variation of the Contract is permitted pursuant to Regulation 72 of the Public Contracts Regulations 2015.\nThe Contract is for the operation and management of the London Borough of Havering\u0027s five leisure centres to ensure the London Borough of Havering can provide quality and affordable leisure services for the residents within the borough, maintain the facilities and provide a financial return to the borough to invest in core services.  \nThe Contract will be varied to adopt an agency model for the future operation and management of the five sports and leisure facilities. Under the current Contract, SLM acts as Principal in the supply of leisure facilities to the public. Under the new agency model in the Variation, SLM would make supplies to the public as an Agent of the London Borough of Havering so that it is the London Borough of Havering providing leisure services to the public through its Agent.\nThis modification is being made in accordance with regulation 72(1)(e) of the Public Contracts Regulations 2015 on the basis that it is not substantial within the meaning of regulation 72(8).  The proposed modification does not constitute a substantial modification and is permitted by regulation 72 of the Public Contracts Regulations 2015 because:\n(a) the modification does not render the Contract materially different in character.  The Variation concerns the same type, scope and nature of services which will be delivered at the same London Borough of Havering facilities to the London Borough of Havering\u0027s residents. The Contract was already for the operation of the London Borough of Havering\u0027s leisure facilities and the Variation makes contractual changes to establish an agency model so that SLM provides the London Borough of Havering\u0027s statutory leisure services to the public on the London Borough of Havering\u0027s behalf and other ancillary modifications.  This generates VAT savings.\n(b) the modification does not introduce conditions which would have (i) allowed for the admission of other candidates, (ii) allowed for the acceptance of another tender, or (iii) attracted additional participants in the procurement procedure.  Delivering the London Borough of Havering\u0027s statutory leisure services as agent rather than outsourced contractor will not affect the physical operation of the leisure centres.  The change to an agency model for VAT purposes does not change the service requirement or the way in which those services are provided, and is unlikely to have changed the outcome of the procurement.\n(c) The modification does not change the economic balance in favour of the contractor in a manner which was not provided for in the initial contract. The new agency model and associated VAT benefits does not impact on SLM\u0027s operating costs and management fee under the Contract, which remains reflective of market costs. The agency model will provide a greater return than previously anticipated.\n(d) the modification does not extend the scope of the contract.",
    "procurementMethodRationaleClassifications": [
      {
        "description": "The procurement falls outside the scope of application of the directive",
        "id": "D_OUTSIDE_SCOPE",
        "scheme": "TED_PT_AWARD_CONTRACT_WITHOUT_CALL"
      }
    ],
    "status": "complete",
    "title": "Deed of Variation of Leisure Operating Contract"
  }
}