Contract award notice – utilities
Section I: Contracting
entity
I.1) Name and addresses
Thames Water Utilities Limited
Procurement Support Centre — 3rd Floor East, C/O Mail Room, Rose Kiln Court
Reading
RG2 0BY
UK
E-mail: procurement.support.centre@thameswater.co.uk
NUTS: UKJ11
Internet address(es)
Main address: www.thameswater.co.uk
I.2) Joint procurement
The contract is awarded by a central purchasing body
I.6) Main activity
Water
Section II: Object
II.1) Scope of the procurement
II.1.1) Title
Legal Services
Reference number: FA1333
II.1.2) Main CPV code
79100000
II.1.3) Type of contract
Services
II.1.4) Short description
Notification of award of the following:
Thames Water Utilities Limited (TWUL) is seeking to procure a replacement for its current managed legal services arrangement, which is a fixed fee outsourced solution for the majority of TWUL’s legal services requirements. TWUL seeks to procure a fixed-fee, outsourced arrangement for the majority of its legal services requirements which will be known as the managed legal service (the Managed Legal Service) and form Lot 1. In addition, TWUL seeks to procure a legal services panel (the Legal Services Panel) using a framework agreement for high-visibility, substantial and complex work and the Legal Services Panel shall form Lot 2.
II.1.6) Information about lots
This contract is divided into lots:
Yes
II.1.7) Total value of the procurement
Value excluding VAT:
44 000 000.00
GBP
II.2) Description
Lot No: 1
II.2.1) Title
Managed Legal Service
II.2.2) Additional CPV code(s)
79100000
79111000
II.2.3) Place of performance
NUTS code:
UKI
UKJ
Main site or place of performance:
Reading, UK.
II.2.4) Description of the procurement
The Managed Legal Service (Lot 1) will cover the majority of TWUL’s legal service requirements including:
— commercial contracts (including ad-hoc insurance advice),
— competition,
— construction,
— corporate,
— corporate crime,
— data protection and information,
— disputes (including litigation),
— employment (including right to work status),
— energy,
— energy and natural resources: water,
— environment,
— fraud,
— health and safety,
— information technology,
— infrastructure,
— insurance,
— intellectual property,
— outsourcing,
— pensions,
— planning,
— procurement,
— projects,
— public Law,
— real Estate,
— real Estate: Finance,
— regulatory,
— restructuring / insolvency,
— tax,
— utilities and
— water.
The managed legal service will include the retention of the on-site team based in Reading.
Legal services for Lot 2 will cover the same specialisms required for Lot 1 (as identified above). The services themselves include the following:
1. Formal regulatory investigations; specifically, legal services required in relation to formal regulatory investigations against any company within the Thames Water or Kemble Groups where enforcement action is expressly stated in writing as being anticipated or contemplated by Ofwat, the CMA and/or the European Commission as the enforcement authorities;
2. Class actions; specifically, group, or class actions or litigation against TWUL where the total number of claimants (individual or company) forming the “group” exceeds 30 at the outset;
3. Appeals from the High Court; specifically, legal services required to either bring or defend an appeal from the High Court;
4. Disposals, mergers and acquisitions (with the exception of any land or property transaction); specifically, the sale/disposal, merger or acquisition of all or part of a company and/or business by or within the Thames Group or Kemble Group;
5. Other business activities; specifically, any legal services required to support activities of any company other than those companies within the Thames Group or within the Kemble Group in respect of the Kemble Services (as defined in the contract documentation);
6. Major projects; specifically, work which goes beyond “business as usual” due to the size, complexity or significance of the work.
For the avoidance of doubt, this procurement expressly excludes legal services in relation to price review,
Thames Tideway Tunnel and finance related legal services for the benefit of Thames' Treasury function.
II.2.11) Information about options
Options:
Yes
Description of options:
TWUL envisages that the Lot 1 contract will be awarded for an initial term of 5 years with options to extend for up to 3 years, giving a maximum duration of 8 years.
II.2.13) Information about European Union funds
The procurement is related to a project and/or programme financed by European Union funds:
No
II.2.14) Additional information
See Section VI.3.
Lot No: 2
II.2.1) Title
Legal Services Panel
II.2.2) Additional CPV code(s)
79100000
79111000
II.2.3) Place of performance
NUTS code:
UKI
UKJ
Main site or place of performance:
Reading, UK.
II.2.4) Description of the procurement
The specialisms required for Lot 2 are as set out in section II.2.4 above. The legal services to be provided under Lot 2 include:
1. Formal regulatory investigations; specifically, legal services required in relation to formal regulatory investigations against the Thames Water or Kemble Groups where enforcement action is expressly stated in writing as being anticipated or contemplated by Ofwat, the CMA and/or the European Commission as the enforcement authorities;
2. Class actions; specifically, group, or class actions or litigation against Thames where the total number of claimants (individual or company) forming the “group” exceeds 30 at the outset;
3. Appeals from the High Court; specifically, legal services required to either bring or defend an appeal from the High Court;
4. Disposals, Mergers and Acquisitions (with the exception of any land or property transaction); specifically, the sale/disposal, merger or acquisition of all or part of a company and/or business by or within the Thames Group or Kemble Group;
5. Other business activities; specifically, any legal services required to support activities of any company other than those companies within the Thames Group or within the Kemble Group in respect of the Kemble Services (as defined in the contract documentation);
6. Major Projects; specifically, work which goes beyond “business as usual” due to the size, complexity or significance of the work.
For the avoidance of doubt, this procurement expressly excludes legal services in relation to price review,
Thames Tideway Tunnel and finance related legal services for the benefit of Thames' Treasury function.
II.2.11) Information about options
Options:
Yes
Description of options:
TWUL envisages that the Lot 1 contract will be awarded for an initial term of 5 years with options to extend for up to 3 years, giving a maximum duration of 8 years.
II.2.13) Information about European Union funds
The procurement is related to a project and/or programme financed by European Union funds:
No
II.2.14) Additional information
See Section VI.3.
Section IV: Procedure
IV.1) Description
IV.1.1) Type of procedure
Negotiated with call for competition
IV.1.3) Information about a framework agreement or a dynamic purchasing system
The procurement involves the establishment of a framework agreement with a single operator.
IV.1.8) Information about Government Procurement Agreement (GPA)
The procurement is covered by the Government Procurement Agreement:
No
IV.2) Administrative information
IV.2.1) Previous publication concerning this procedure
Notice number in the OJ S:
2017/S 106-213696
Section V: Award of contract
Lot No: 1
Contract No: 1
Title: Managed Legal Service
A contract/lot is awarded:
Yes
V.2 Award of contract
V.2.1) Date of conclusion of the contract
20/12/2017
V.2.2) Information about tenders
Number of tenders received: 4
The contract has been awarded to a group of economic operators:
No
V.2.3) Name and address of the contractor
Eversheds Sutherland LLP
One Wood Street
London
EC2V 7WS
UK
NUTS: UKI
The contractor is an SME:
No
V.2.5) Information about subcontracting
Section V: Award of contract
Lot No: 2
Contract No: 2
Title: Panel of Specialist law Firms
A contract/lot is awarded:
Yes
V.2 Award of contract
V.2.1) Date of conclusion of the contract
20/12/2017
V.2.2) Information about tenders
Number of tenders received: 9
The contract has been awarded to a group of economic operators:
No
V.2.3) Name and address of the contractor
Berwin Leighton Paisner LLP
Adelaide House, London Bridge
London
EC4R 9HA
UK
NUTS: UKI
The contractor is an SME:
No
V.2.5) Information about subcontracting
Section V: Award of contract
Lot No: 2
Contract No: 3
Title: Panel of Specialist law Firms
A contract/lot is awarded:
Yes
V.2 Award of contract
V.2.1) Date of conclusion of the contract
20/12/2017
V.2.2) Information about tenders
Number of tenders received: 9
The contract has been awarded to a group of economic operators:
No
V.2.3) Name and address of the contractor
CMS- Cameron McKenna Nabarro Olswang LLP
Cannon Place, 78 Cannon Street
London
EC4N 6AF
UK
NUTS: UKI
The contractor is an SME:
No
V.2.5) Information about subcontracting
Section V: Award of contract
Lot No: 2
Contract No: 4
Title: Panel of Specialist law Firms
A contract/lot is awarded:
Yes
V.2 Award of contract
V.2.1) Date of conclusion of the contract
20/12/2017
V.2.2) Information about tenders
Number of tenders received: 9
The contract has been awarded to a group of economic operators:
No
V.2.3) Name and address of the contractor
Eversheds Sutherland LLP
One Wood Street
London
EC2V 7WS
UK
NUTS: UKI
The contractor is an SME:
No
V.2.5) Information about subcontracting
Section V: Award of contract
Lot No: 2
Contract No: 5
Title: Panel of Specialist law Firms
A contract/lot is awarded:
Yes
V.2 Award of contract
V.2.1) Date of conclusion of the contract
20/12/2017
V.2.2) Information about tenders
Number of tenders received: 9
The contract has been awarded to a group of economic operators:
No
V.2.3) Name and address of the contractor
Herbert Smith Freehills LLP
Exchange House, Primrose Street
London
EC2A 2EG
UK
NUTS: UKI
The contractor is an SME:
No
V.2.5) Information about subcontracting
Section V: Award of contract
Lot No: 2
Contract No: 6
Title: Panel of Specialist law Firms
A contract/lot is awarded:
Yes
V.2 Award of contract
V.2.1) Date of conclusion of the contract
20/12/2017
V.2.2) Information about tenders
Number of tenders received: 9
The contract has been awarded to a group of economic operators:
No
V.2.3) Name and address of the contractor
Pinsent Masons LLP
Crown Place
London
EC2A 4ES
UK
NUTS: UKI
The contractor is an SME:
No
V.2.5) Information about subcontracting
Section VI: Complementary information
VI.3) Additional information
All suppliers who wish to respond to this notice must request a Pre-Qualification Questionnaire (PQQ) by using the link in Section I.3 of this notice, i.e https://www.thameswater.co.uk/welcome
Lot 1 — key objectives to be achieved by TWUL through the procurement of the Managed Legal Service are as follows: the provision of high quality legal advice, cost-certainty, retaining the proximity of the current on-site team, the efficient day to day management of the delivery of legal services, a collaborative partner, a sustainable, long-term solution, efficiency and innovation in the delivery of legal services, continuous improvement, appropriate and efficient allocation of work, customer satisfaction, development and training of the on-site staff, state-of-the art IT and management information, an online instruction portal and a strong cultural fit with TWUL;
Lot 2 — key objectives to be achieved by TWUL through the procurement of the Legal Services Panel are:
— the provision of high quality legal advice,
— to provide choice and flexibility for legal matters which have high visibility are substantial and complexe,
— to achieve value for money and cost certainty,
— to enable flexibility of appointment, either by direct award or through mini-competition of work between panel members on a matter-by-matter basis,
— collaborative partners,
— efficiency and innovation in the delivery of legal services,
— customer satisfaction,
— state-of-the art IT and management information and a strong cultural fit with TWUL.
Section III.2.3 — Key staff responsible for the delivery of the legal services must be suitably qualified and identified in the contract documents.
VI.4) Procedures for review
VI.4.1) Review body
High Court
Royal Courts of Justice, Strand
London
WC2A 2LL
UK
Telephone: +44 20794760000
VI.4.3) Review procedure
Precise information on deadline(s) for review procedures:
Thames Water Utilities Limited will incorporate a standstill period at the point information on the award of the contract is communicated to tenderers. That notification will provide full information on the award decision. The standstill period, which will be for a minimum of 10 calendar days, provides time for unsuccessful tenderers to challenge the award decision before the contract is entered into.
The Utilities Contracts Regulations 2016 provide for aggrieved parties who have been harmed or are at risk of harm by a breach of the rules to take action in the High Court (England, Wales and Northern Ireland).
VI.5) Date of dispatch of this notice
31/01/2018