FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

ROUTE AGREEMENT

THIS ROUTE AGREEMENT is dated the FOURTEENTH day of NOVEMBER 2014.

BETWEEN

(1) LONDON BUS SERVICES LIMITED (and its successors in title) whose registered office is at Windsor House, 42 – 50 Victoria Street, London SW1H 0TL (the “Corporation”);

and

(2) ABELLIO LONDON LIMITED of company number 3786162 and whose registered office is at 301 Camberwell New Road, London, SE5 0TF (the “Operator”).

RECITALS:

The Parties have entered into a Framework Agreement by which they have agreed that whenever the Parties enter into a Route Agreement for the provision of bus services by the Operator which is expressed to be pursuant to the Framework Agreement, Annex B and Annex C of the Framework Agreement shall apply to the Route Agreement as if they were incorporated into the Route Agreement.

IT IS AGREED AS FOLLOWS:

1. This is an agreement entered into pursuant to the Framework Agreement for the provision of bus services by the Operator on the terms and conditions set out herein.

2. This Route Agreement includes this Agreement together with the Schedules hereto (and any documents referred to therein) and the terms, conditions and Schedules set out in Annex B and Annex C of the Framework Agreement, except in so far as they may be varied by Schedule IC to this Route Agreement, provided that only Part 1 of Annex C shall be legally binding and all other documents contained in Annex C are for guidance and information only.

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3. The Corporation reserves the right at any time to make any changes to all or any part of Annex C provided that in relation to Part 1 only, the Corporation shall comply with any express conditions which may be set out in the Route Agreement relating to such changes.

4. Wherever Annex B of the Framework Agreement indicates that a Schedule is completed individually in respect of each Route Agreement such Schedules are attached hereto.

5. This Route Agreement commenced on 30 April 2014 and the Services shall commence on 22 November 2014 (the "Commencement Date"). This Route Agreement shall continue in force until 22 November 2019 (the "Initial Expiry Date") unless it is extended in accordance with the provisions of clause 2 of Annex B of the Framework Agreement to (the "Extended Expiry Date") or unless earlier terminated in accordance with the provisions of the Framework Agreement or this Route Agreement.

Signed on behalf of the Signed on behalf of the Corporation by Operator by:

Signature: ______Signature: ______

Name: Name: ______

Position: DIRECTOR OF BUSES Position: ______LONDON BUS SERVICES LIMITED

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE I

ROUTE REQUIREMENTS AND ROUTE DESCRIPTION

This Schedule comprises the following:

Schedule IA – Route Requirements and Route Description

Schedule IB – Working Timetable, Peak Vehicle Requirements and Scheduled In Service Mileage

Schedule IC – Special Conditions and Variations from Annex B Terms and Conditions

Schedule ID – Minimum Performance Standards

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IA

ROUTE REQUIREMENTS AND ROUTE DESCRIPTION

PART 1 – ROUTE REQUIREMENTS

1. Terminal Points

Route number 414 shall operate in accordance with the Working Timetable contained in Schedule IB and the Public Timetable in Schedule IA Part 2.

2. Stopping Arrangements

All buses operating on the Services must serve all stops on the line of route designated for the route.

Drivers must pick up/set down at all bus stops where passengers wish to board and/or alight. If a driver is certain no passengers wish to board or alight, they may continue. If the driver is in any doubt, they must stop.

3. Garage Address

The operation of this route will be managed from the Operator’s garage as detailed below:

Garage Address: Battersea Garage Silverthorne Road Battersea London SW8 3HE

4. Layovers

The Working Timetable incorporates scheduled running times and layover times considered necessary by the Operator to enable the Services to be operated to at least the Minimum Performance Standards set out in Schedule ID.

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IA

ROUTE REQUIREMENTS AND ROUTE DESCRIPTION

PART 2 – ROUTE DESCRIPTION

1. Route Description –

As detailed on the attached Route Description.

2. Public Timetable –

Due to the widespread use of Stop Specific Timetables (SSTT), Public Timetables are no longer being issued.

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LONDON BUSES - ROUTE DESCRIPTION

ROUTE 414: Putney Bridge Station - Maida Hill

Date of Structural Change: 22 November 2014. Date of Service Change: 22 November 2014. Reason for Issue: New contract.

STREETS TRAVERSED

Towards Maida Hill: Station Approach, Ranelagh Gardens, Fulham High Street, Gonville Street, Putney Bridge Approach, Fulham High Street, Fulham Road, Fulham Broadway, Fulham Road, Sydney Place, Onslow Square, Cromwell Place, Cromwell Road, Cromwell Gardens, Thurloe Place, Brompton Road, Knightsbridge, Hyde Park Corner, Park Lane, Cumberland Gate, Marble Arch, Edgware Road, Maida Vale, Clifton Road, Clifton Gardens, Warwick Avenue, Sutherland Avenue, Shirland Road.

Towards Putney Bridge Station: Chippenham Gardens, Kilburn Park Road, Shirland Road, Sutherland Avenue, Warwick Avenue, Clifton Gardens, Clifton Road, Maida Vale, Edgware Road, Marble Arch, Park Lane, Hyde Park Corner, Duke Of Wellington Place, Grosvenor Place, Knightsbridge, Brompton Road, Thurloe Place, Cromwell Place, Onslow Square, Sydney Place, Fulham Road, Fulham Broadway, Fulham Road, Fulham High Street, Putney Bridge Approach, Gonville Street.

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AUTHORISED STANDS, CURTAILMENT POINTS, & BLIND DESCRIPTIONS

Please note that only stands, curtailment points, & blind descriptions as detailed in this contractual document may be used.

PUTNEY BRIDGE STATION

Private stand for 8 buses in two sections of Station Approach - on north side of northern arm (5 buses) and extending 59 metres west and off-side on eastern arm (3 buses) and extending 38 metres north. Buses proceed from Gonville Street via Station Approach to stand, departing to Station Approach. Set down in Gonville Street, at Alighting Point (20797 - Putney Bridge Station <>, Last Stop on LOR: 20797 - Putney Bridge Station <>) and pick up in Station Approach, at Stop FB (36765 - Putney Bridge Station <>, First Stop on LOR: 36765 - Putney Bridge Station <>).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: No more than 2 buses on Route 414 should be scheduled to stand at any one time. MEAL RELIEFS: No meal relief vehicles to stand at any time. FERRY VEHICLES: No ferry vehicles to park on stand at any time. BLIND DISPLAY: Putney Bridge. OTHER INFORMATION: LUL facilites available daily 0530-2400.

FULHAM BROADWAY, VANSTON PLACE (from MAIDA HILL)

Buses proceed from Fulham Road via Fulham Broadway, Jerdan Place, Vanston Place and Fulham Broadway departing to Fulham Road. Set down in Fulham Road, at Stop M (1455 - Fulham Broadway Station <>, Last Stop on LOR: 1455 - Fulham Broadway Station <>) and pick up in Fulham Road, at Stop L (1453 - Fulham Broadway Station <>, First Stop on LOR: 1453 - Fulham Broadway Station <>).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: Turning Point Only - Buses must not stand BLIND DISPLAY: Fulham Broadway. OTHER INFORMATION: IMPORTANT - THIS TURNING POINT CAN ONLY BE USED BETWEEN 0700 AND 2000 MONDAY- SATURDAY (EXCEPT BANK HOLIDAYS) .

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SOUTH KENSINGTON STATION

From Maida Hill. Buses proceed from Thurloe Place via Cromwell Place, Old Brompton Road, Queen's Gate, Stanhope Gardens and Harrington Road departing to Cromwell Place. Set down in Thurloe Place, at stop T (BP5352 - South Kensington Station <>, Last Stop on LOR: BP5352 - South Kensington Station <>) and pick up in Cromwell Place, at stop E (16870 - South Kensington Station <>, First Stop on LOR: 16870 - South Kensington Station <>).

From Putney Bridge Station. Buses proceed from Cromwell Place via Cromwell Road and Cromwell Gardens departing to Thurloe Place. Set down in Cromwell Place, at Stop E (16870 - South Kensington Station <>, Last Stop on LOR: 16870 - South Kensington Station <>) and pick up in Thurloe Place, at Stop T (BP5352 - South Kensington Station <>, First Stop on LOR: BP5352 - South Kensington Station <>).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: Turning Point Only - Buses must not stand BLIND DISPLAY: South Kensington.

HYDE PARK CORNER, ACHILLES WAY (from Putney Bridge Station)

Public stand for two buses on the south side (offside) of Achilles Way, commencing 18 metres west of the southbound carriageway of Park Lane and extending 20 metres west. Buses proceed from Knightsbridge via Hyde Park Corner, Park Lane and Achilles Way to stand, departing via Achilles Way, Park Lane, Hyde Park Corner, Duke Of Wellington Place and Grosvenor Place to Knightsbridge. Set down in Knightsbridge, at Stop W (14703 - Hyde Park Corner Station <>, Last Stop on LOR: 213 - Knightsbridge Station <>) and pick up in Knightsbridge, at Stop N (4906 - Hyde Park Corner Station <>, First Stop on LOR: 4906 - Hyde Park Corner Station <>).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: Unscheduled curtailments only. MEAL RELIEFS: No meal relief vehicles to stand at any time. FERRY VEHICLES: No ferry vehicles to park on stand at any time. BLIND DISPLAY: Hyde Park Corner.

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MARBLE ARCH, TYBURN WAY

Public stand for three buses on west side of Tyburn Way, commencing 1 metre south of lamp standard No 20512 and extending 33 metres south.

From Maida Hill. Buses proceed from Edgware Road via Marble Arch, Park Lane, Cumberland Gate and Tyburn Way to stand, departing via Tyburn Way, Marble Arch, Park Lane, Cumberland Gate and Marble Arch to Edgware Road. Set down in Edgware Road, at Stop H (621 - Marble Arch Station <> / Edgware Road, Last Stop on LOR: 1590 - George Street) and pick up in Edgware Road, at Stop E (14 - Marble Arch / Edgware Road, First Stop on LOR: 14 - Marble Arch / Edgware Road).

From Putney Bridge Station. Buses proceed from Park Lane via Cumberland Gate and Tyburn Way to stand, departing via Tyburn Way and Marble Arch to Park Lane. Set down in Park Lane, at Stop W (29629 - Marble Arch, Last Stop on LOR: 29629 - Marble Arch) and pick up in Park Lane, at Stop R (29907 - Marble Arch Station <> / Park Lane, First Stop on LOR: 29907 - Marble Arch Station <> / Park Lane).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: Unscheduled curtailments only. MEAL RELIEFS: No meal relief vehicles to stand at any time. FERRY VEHICLES: No ferry vehicles to park on stand at any time. BLIND DISPLAY: Marble Arch.

HARROW ROAD BRIDGE, EDGWARE ROAD (from Putney Bridge Station)

Buses proceed from Edgware Road via Harrow Road, Harrow Road Bridge and Harrow Road departing to Edgware Road. Set down in Edgware Road, at stop EL (28747 - Sussex Gardens, Last Stop on LOR: 28747 - Sussex Gardens) and pick up in Edgware Road, at Stop ED (4797 - Edgware Road / Praed Street, First Stop on LOR: 4797 - Edgware Road / Praed Street).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: Turning Point Only - Buses must not stand BLIND DISPLAY: Edgware Road Station.

WARWICK AVENUE (from Putney Bridge Station)

Buses proceed from Clifton Gardens via Warwick Avenue departing to Clifton Gardens. Set down in Clifton Gardens, at Stop H (1804 - Warwick Avenue Station <>, Last Stop on LOR: 1804 - Warwick Avenue Station <>) and pick up in Clifton Gardens, K (1803 - Warwick Avenue Station <>, First Stop on LOR: 1803 - Warwick Avenue Station <>).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: Turning Point Only - Buses must not stand BLIND DISPLAY: Warwick Avenue.

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MAIDA HILL, CHIPPENHAM GARDENS

Public stand for two buses at bus stop on north side of Chippenham Gardens, commencing 15 metres west of Kilburn Park Road and extending 25 metres west. Buses proceed from Shirland Road via Malvern Road and Chippenham Gardens to stand, departing via Chippenham Gardens and Kilburn Park Road to Shirland Road. Set down in Shirland Road, at Stop ML (50 - Chippenham Road, Last Stop on LOR: 50 - Chippenham Road) and pick up in Shirland Road, at Stop ME (51 - Chippenham Road, First Stop on LOR: 51 - Chippenham Road).

AVAILABILITY: At any time. OPERATING RESTRICTIONS: No more than 2 buses on Route 414 should be scheduled to stand at any one time. MEAL RELIEFS: No meal relief vehicles to stand at any time. FERRY VEHICLES: No ferry vehicles to park on stand at any time. BLIND DISPLAY: Maida Hill, The Chippenham. OTHER INFORMATION: No toilet facilities available.

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IB

WORKING TIMETABLE, PEAK VEHICLE REQUIREMENTS, AND SCHEDULED IN SERVICE MILEAGE

The following quantities of vehicles shall be used to operate the Services and constitute the “Peak Vehicle Requirement” (PVR) by day type and time of day in respect of the Services

Working Timetable Number of Vehicles In Service Daily Scheduled Number of Scheduled in In Service Miles Days Service Mileage Reference Effective Vehicle AM Midday PM Evening Per Day Days Days No. Date Type** PVR PVR PVR PVR Mondays to 414-34838- 24/11/14 A/B@ 18 19 19 12 1,896.03 250 474,007.50 Fridays MF-CX-1-2 Saturdays & 414-34838- 22/11/14 A N/A 20 N/A 13 1,800.82 56 100,845.92 Good Friday Sa-CX-1-2 Sundays & 414-34838- 23/11/14 A N/A 13 N/A 10 1,405.54 58 81,521.32 Public Holidays* Su-CX-1-2 Total Scheduled 364 656,374.74 In Service Mileage

* Excluding Christmas Day and Good Friday ** See Schedule IIA Part 1 @ The 19th vehicle (Vehicle Type B) used in the PM Peak is cross linked from route 452.

The AM PVR is the maximum quantity of vehicles in service between 07.00 hours and 09.30 hours on Mondays to Fridays. The PM PVR is the maximum quantity of vehicles in service between 16.00 hours and 18.30 hours on Mondays to Fridays.

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IC

SPECIAL CONDITIONS AND VARIATIONS FROM ANNEX B TERMS AND CONDITIONS

1. Early Termination Date 24 November 2017 (clause 27.9)

2. Sponsored Route No (clause 27.10)

3. Multiple Termination No Clause 27.11 to apply

4. Is the Operator permitted to accept advertising on Yes the vehicles? (clause 20 of Annex B)

5. Incentive Provisions – Do the Incentive Provisions Yes apply? (clause 46)

6. Spare Vehicle - The Operator shall ensure that the 2 following number of spare vehicles, which are specified in Schedule IIA Part 1, are available for the provision of the Services.

7. Existing Vehicle - The Operator shall ensure that the vehicles entering service on this route undergo refurbishment to the December 2010 Refurbishment Specification prior to entering service.

8. Route Risk Assessment – The Corporation acknowledges that from the commencement of this Route Agreement the existing Route Risk Assessment pertaining to route 414 will apply, however please submit any updates as soon as is practicable.

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE ID

MINIMUM PERFORMANCE STANDARDS AND QSI THRESHOLD

Minimum Operated Mileage Standard 98%

Route Categorisation High Frequency Route

Initial Minimum Performance Standard 1.05 minutes Excess Wait Time (3 January 2015 to 18 September 2015)

Minimum Performance Standard 1.10 minutes Excess Wait Time

Method of monitoring QSI Performance Full iBus

QSI Coverage Locations See attached list of Full iBus QSI Locations

QSI Threshold 0.95 minutes Excess Wait Time

Quarter 2 Of Financial Year 2017/18 Extension Assessment Period To Quarter 1 Of Financial Year 2018/19

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101

ROUTE: 414

SCHEDULE ID - ATTACHMENT

OUT DIRECTION BACK DIRECTION

Timing Timing Point Point Code Stop Name Code Stop Name PUTBSN Putney Bridge Station MDHLCH Chippenham Road

FULHBY Fulham Broadway Station WRKASN Warwick Avenue Station

CHELHP Chelsea and Westminster EGWRSN Edgware Road Station Hospital

SKENSN South Kensington Station MARBPL Marble Arch Station / Park Lane

HPCRKB Hyde Park Corner Station HPCRKB Hyde Park Corner Station

MARBPL Marble Arch SKENSN South Kensington Station

EGWRSN Edgware Road Station CHELHP Chelsea and Westminster Hospital

WRKASN Warwick Avenue Station FULHBY Fulham Broadway Station

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IIA

VEHICLE SPECIFICATION

This Schedule comprises the following:

Part 1 Vehicle Description

Part 2 No longer used

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IIA

PART 1 - VEHICLE DESCRIPTION

The vehicles approved for use in the Services shall be

Vehicle Type A Vehicle Type B Chassis Manufacturer and Type ADL E400 ADL E400

Body Manufacturer and Type Enviro 400 Enviro 400

Single or Double Deck Double Deck Double Deck

Upper Deck Air Cooling System Yes Yes

Minimum Seating Capacity 65 + 1 wheelchair 65 + 1 wheelchair

Maximum Standing Capacity 25 25

Maximum Length 10,100mm 10,100mm

Maximum Width 2,550mm 2,550mm

Number of Doors Two Two

Year of Manufacture 2009 2007

Engine Type (Including Euro Rating) Euro V Euro IV

Notes:

Where appropriate the utilisation of the respective Vehicle Types is shown in Schedule IB.

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414

SCHEDULE IIIA

FARE CHART

The Fare chart relating to this Route Agreement will be provided by the Corporation prior to the Commencement Date and from time to time during the life of the Route Agreement.

In accordance with Schedule II of the Route Agreement, a current fare chart shall be displayed or be available for inspection by members of the public on each vehicle used to operate the Services.

The Operator’s obligations in respect of fare collection arrangements, ticket checking and inspection remain unchanged.

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FRAMEWORK AGREEMENT ROUTE AGREEMENT NO: QC0075 NO: QC46101 ROUTE: 414 VERSION NO: 00 EFFECTIVE DATE: 22 NOVEMBER 2014

SCHEDULE IVA

CONTRACT PRICE AND OTHER FINANCIAL DETAILS

1. Contract Price £ 4,253,484.00 per annum

2. Period Contract Payment £327,191.08

3. Scheduled In Service Mileage 656,374.74 miles p.a.

4. Deduction Figure £ 6.48 per mile

5. Date of Tender 27 January 2014

6. Contract Price Adjustment – The basis upon which the Contract Price shall be adjusted is as set out in paragraph 9.2 of Schedule IVB.

7. The Payment Year commences on the first day of Payment Period 7 (Quarter 3), and ends on the last day of Payment Period 6 (Quarter 2), save where the Initial Payment Year applies.

8. Notwithstanding the provisions of paragraph 2.3 of Schedule IVD of the Framework Agreement, the Initial Payment Year shall be from 3 January 2015 (Payment Period 11, Quarter 4) to 18 September 2015 (Payment Period 6, Quarter 2).

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