Draft S106 Agreement - Runnymede Borough Council

Land at the Former DERA North Site, 

Longcross 

Draft Section 106 Agreement 

(for discussion purposes) 

October 2012

Land at the Former DERA North Site, 

Longcross 

Draft Section 106 Agreement (for 

discussion purposes) 

Beansheaf Farmhouse 

Bourne Close 

Calcot 

Reading 

Berkshire. RG31 7BW 

Tel: 0118 943 0000 Ref: 16460/A5/P2d/NS 

Fax: 0118 943 0001 

Email: neville.surtees@bartonwillmore.co.uk Date: 8th October 2012 

COPYRIGHT 

The contents of this document must not be copied or reproduced in whole or in part without 

the written consent of Barton Willmore LLP. 

All Barton Willmore stationery is produced using recycled or FSC paper and vegetable oil based 

inks.

CONTENTS 

1.0 Introduction 

2.0 Draft Section 106 Agreement (for discussion purposes)

Land at the Former DERA North Site, Longcross 

Draft S106 Agreement (for discussion purposes) 

1.0 INTRODUCTION 

1.1 Crest Nicholson Operations Limited (Crest) and CGNU Life Assurance Limited (known as 

Aviva Investors) have submitted an outline planning application to Runnymede Borough 

Council (RBC) and Surrey Heath Borough Council (SHBC) for the mixed use 

redevelopment of the former DERA North Site, Longcross. 

1.2 As part of the documentation submitted with the outline application, Crest and Aviva 

Investors have prepared a draft S106 Agreement (see Appendix 1) for the sole 

purpose of discussion with RBC, SHBC and Surrey County Council (SCC). The draft 

document does not constitute or imply any agreement by the applicants to the terms 

therein. 

1.3 The scale of financial or other obligations involved will be considered in greater detail 

following the submission of the planning application. Each matter proposed for 

inclusion in the S106 Agreement will need to be justified and the supporting evidence 

rigorously tested and in accordance with: 

(i) 

(ii) 

(iii) 

Established planning policies relating to the proposed development; 

Relevant Government guidance; and 

The statutory tests for planning obligations included in National Planning Policy 

Framework and the CIL Regulations 2011. 

1.3 In addition, the agreement of planning obligations will need to take into consideration 

the overall viability of the proposed development. 

16460/A5/P2d/NS Page 1 October 2012

APPENDIX 1 

DRAFT S106 AGREEMENT 

(FOR DISCUSSION PURPOSES)

DATED 

RUNNYMEDE BOROUGH COUNCIL 

- and - 

THE COUNCIL OF THE BOROUGH OF SURREY HEATH 

-and- 

SURREY COUNTY COUNCIL 

- and - 

[CGNU LIFE ASSURANCE LIMITED] 

-and- 

PRECIS LIMITED 

-and- 

THE SECRETARY OF STATE FOR DEFENCE 

__________________________________________ 

SECTION 106 AGREEMENT 

relating to 

The Former DERA Site 

Chobham Lane, Longcross, Surrey KT16 0EE 

______________________________________________

CONTENTS 

Clause Heading Page 

1. INTERPRETATION ..................................................................................................... 2 

2. STATUTORY PROVISIONS ........................................................................................ 7 

3. COMMENCEMENT ...................................................................................................... 7 

4. COVENANTS BY THE OWNER .................................................................................... 7 

5. COUNCILS COVENANTS ............................................................................................ 8 

6. MISCELLANEOUS ...................................................................................................... 8 

7. CHARGEES CONSENT .............................................................................................. 10 

8. PAYMENTS, INDEXATION & INTEREST .................................................................. 10 

9. NOTICES ................................................................................................................. 10 

10. ARBITRATION ......................................................................................................... 11 

11. CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999 ........................................... 11 

12. LEGAL COSTS .......................................................................................................... 12 

13. JURISDICTION ....................................................................................................... 12 

14. GENERAL ................................................................................................................. 12 

FIRST SCHEDULE ................................................................................................................ 13 

SECOND SCHEDULE ............................................................................................................ 14 

THIRD SCHEDULE ............................................................................................................... 15 

FOURTH SCHEDULE ............................................................................................................ 17 

APPENDICES 

APPENDIX 1 

APPENDIX 2 

APPENDIX 3 

APPENDIX 4 

PLANS 

Plan 1 

Plan 2 

Plan 3 

Plan 4 

CLEUDS 

2(1) Determined by Runnymede Council 

2(2) Determined by Surrey Heath Council 

TRAVEL PLAN STRATEGY 

PAYMENT NOTICE 

Error! Unknown document property name. 

i

THIS DEED is made the day of 

BETWEEN 

(1) RUNNYMEDE BOROUGH COUNCIL of Civic Offices, Station Road, Addlestone, KT15 

2AH ("Runnymede Council") 

(2) THE COUNCIL OF THE BOROUGH OF SURREY HEATH of Surrey Heath House, Knoll 

Road, Camberley GU15 3HD ("Surrey Heath Council") 

(3) SURREY COUNTY COUNCIL of County Hall, Penrhyn Road, Kingston upon Thames KT1 

2DN ("the County Council") 

(4) CGNU LIFE ASSURANCE LIMITED (Company Registration Number 226742) whose 

registered office is at 2 Rougier Street, York YO90 1UU ("the Owner") 

(5) PRECIS LIMITED (Company Registration Number 4383398) whose registered office is at 

85 Buckingham Gate, London SW1E 6PD ("the First Chargee") 

(6) The SECRETARY OF STATE FOR DEFENCE of Whitehall, London SW1 ("the Second 

Chargee") 

WHEREAS 

(A) 

(B) 

(C) 

(D) 

(E) 

(F) 

(G) 

(H) 

The Site falls within the administrative boundaries of two local planning authorities 

namely Runnymede Council and Surrey Heath Council 

Runnymede Council and Surrey Heath Council are the local planning authorities for the 

area in which the Site is situated 

The County Council is the highway authority for the area in which the Site is situated 

The Owner is the registered proprietor with freehold title absolute of the Site which is 

registered at the Land Registry under title number SY703980 

The First Chargee and Second Chargee have charges registered against the Site 

The Owner has made Application 1 to Runnymede Council and has made Application 2 to 

Surrey Heath Council for the Development 

The Councils consider it expedient in the interests of proper planning of their areas and 

having regard to all other material considerations that provision should be made for 

regulating the Development in the manner set out in this Deed 

Runnymede Council and Surrey Heath Council have resolved to grant the Planning 

Permissions 1 and 2 pursuant to Applications 1 and 2 subject to the prior completion of 

this Deed 

Error! Unknown document property name. 1

NOW THIS DEED WITNESSES as follows:- 

1. INTERPRETATION 

1.1 In this Agreement in addition to the following words and expressions shall where the 

context so requires or admits have the following meanings:- 

"Act" means the Town and Country Planning Act 1990 (as amended) 

"Affordable Housing Provision" On-site provision and or off-site contributions to be 

agreed. 

"Application [1] " means the application for outline planning permission and given 

reference RU.12/XXXX to Runnymede Council for the Development 

"Application 2" means the application for outline planning permission and given 

reference 2012/XXXX to Surrey Heath Council for the Development 

"B1 Offices" means those buildings comprised in the Development used for Class B1 use 

in accordance with the Town and Country Planning (Use Classes) Order 1987 on the Site 

"Bus Service" means an extension to the existing bus services from Woking to Chobham 

subject to the agreement of the operator and SCC 

"Bus Service Contribution" means a financial contribution to cover the Bus Service of 

sufficient capacity to meet the expected demands 

“Bus Service Period” means a period of 5 (five) years from the occupation of more than 

25,000 sqm GIA of the B1 offices 

"Chobham Traffic Calming Works" means those works required to be implemented 

following the recommendations of Chobham Traffic Study 1 and Chobham Traffic Study 2 

that are designed to discourage development traffic serving the Site from using Chobham 

Village or its roads to access the Site 

“Chobham Traffic Calming Works Contribution” means the contribution of £55,000 

(Fifty Five Thousand Pounds) of which at least £5,000 (Five Thousand Pounds) will be 

allocated towards design fees for the Chobham Traffic Calming Works will be spent 

towards carrying out the Chobham Calming Works 

"Chobham Traffic Study 1" means the first traffic study to be carried out for Chobham 

Village in accordance with Schedule 2 to this Agreement 

"Chobham Traffic Study 2" means the second traffic study to be carried out for 

Chobham Village in accordance with Schedule 2 to this Agreement 

"CLEUD 1" means the Certificates of Lawfulness of Existing Use or Development for the 

Site issued by Runnymede Council on 26 th September 2003 pursuant to application 

RU.02/1414 and appended in Appendix 2(1) 


"CLEUD 2" means the Certificates of Lawfulness of Existing Use or Development for the 

Site issued by Surrey Heath Council on 26 th September 2003 pursuant to application 

02/1331 and appended in Appendix 2(2) 

"Commencement Notice" means individual written notices given by the Owner to 

Runnymede Council and Surrey Heath Council and the County Council giving not less than 

5 working days advance notice that Commencement of Development is about to take 

place and specifying the date of Commencement of Development 

"Commencement of Development" means the date on which any material operation 

(as defined in Section 54(6) of the Act) forming part of the Development begins to be 

carried out other than (for the purposes of this Deed and for no other purpose) operations 

consisting of 

(i) 

(ii) 

(iii) 

(iv) 

(vi) 

(vi) 

(vii) 

Demolition and Site clearance works; 

Site investigation surveys and decontamination works; 

The erection of any Site fencing or other Site security; 

The construction of any construction access or constructions roads; 

The laying or diversion of any services or other works in respect of or in relation to 

any statutory undertaker's equipment or concerns; 

The carrying out of any archaeological environmental or ecological works 

Highway Works pursuant to a Highway Agreement 

The construction and use of any marketing suite or premises (provided that the size and 

location of any marketing suite or premises shall be agreed in advance in writing by 

Runnymede Council) 

(viii) The construction of the Station Facilities in accordance with the "Station Facilities 

Planning Permission” 

and "Commence" "Commencement" and "Commenced" shall be construed accordingly 

"Councils" means the Runnymede Council and the Surrey Heath Council and the County 

Council collectively or individually as the context may require 

"Development" means the following [subject to committee resolution] 

“Outline planning application for the demolition of 

existing buildings and the mixed use redevelopment of 

the site to provide: up to 79,000 sqm (GEA) of Class B1 

employment uses; parking for B1 uses; up to 36,000 

sqm (GEA) of sui generis Data Centre use (including 

ancillary facilities); parking for Data Centre; up to 200 

dwellings, including garages, roadways (including 

driveways and pavements), fencing and walling; up to 


6,300 sqm (GEA) of ancillary uses, including Class A1- 

A5 uses (i.e. retail uses, café/restaurants and a public 

house up to 1,550 sqm GEA), Class D1 uses (i.e. 

childcare facilities up to 600 sqm GEA); Class D2 uses 

(i.e. health and leisure (up to 1,900 sqm GEA) and a 

primary education facility (up to 2,250 sqm GEA); the 

creation of ecological habitats, general amenity areas 

(including informal and formal open spaces), equipped 

play areas, publicly accessible semi-natural greenspace 

and landscaped areas; new vehicular accesses from the 

existing public highway network; vehicle and cycle 

parking; bins stores; landscape compound; car parking 

(for railway station); electricity sub-stations; lighting; 

drainage and associated infrastructure works, 

including sustainable drainage systems (SUDS); noise 

attenuation features; and associated engineering and 

service operations.” 

"Highways Agreement" means an agreement or agreements made pursuant to section 

278 of the Highways Act 1980 and section 111 of the Local Government Act 1972 and 

s106 of the Town and Country Planning Act 1990 

"SANGS " means the Suitable Alternative Natural Green Space located on part of the Site 

within the administrative areas of Surrey Heath Council and Runnymede Council and 

shown for the purposes of identification on Plan 1 as the "protected ecological habitat" 

"SANGS & Western Publicly Accessible Semi Natural Greenspace (PASG) 

Habitat Creation & Management Plan" means the management plan for the SANGS 

and other applicable areas on the Site to be approved by Surrey Heath Council and 

Runnymede Council 

"GIA" means the gross internal floor area as defined in the RICS "Code of Measuring 

Practice" (6 th Edition) or any successor document 

"Indexation" means in respect of: 

i) the Chobham Traffic Calming Works Contribution and the Windlesham and Bagshot 

Traffic Calming Works Contribution and the Staple Hill Road Contribution means the 

BCIS index calculated from until the date the relevant payment is paid in full 

i) the Bus Service Contribution and the Runnymede Travel Initiative Contribution 

means the relevant index as calculated by ATCO calculated from until the date the 

relevant payment is paid in full 

ii) 

the Affordable Housing Contribution means the All Items Index of Retail Prices 

issued by the Office for National Statistics calculated from until the date the 

relevant payment is paid in full 

“Index-linked/linking” means the adjustment of the financial contributions referred to 

in this Deed by Indexation 


“Interest” means the rate of interest being x% above the base lending rate of Nat West 

plc from time to time in force such interest to be apportioned on a daily basis 

“Monitoring Charge” means the contribution of £2,000 payable to Surrey Heath Council 

“Occupation” means occupation of the Development but not including occupation by the 

personnel engaged in any construction fitting out or marketing activity 

"Occupiers" means individual occupiers of any part of the Development 

"Plan 1" means the plan marked Plan 1 at Appendix 1/1 to this Agreement showing the 

area of SANG 

"Plan 2" means the plan showing the Site 

"Plan 3" means the plan showing Building 10 

"Plan 4" means the plan marked Plan 2 at Appendix 1/2 showing proposed parking 

survey area edged blue [FURTHER REFERENCES TO PLANS TO BE INSERTED IF 

REQUIRED] 

"Planning Permission 1" means the outline planning permission subject to conditions to 

be granted by Runnymede Council pursuant to Application 1 

"Planning Permission 2" means the outline planning permission subject to conditions to 

be granted by Surrey Heath Council pursuant to Application 2 

“Planning Obligations” means the planning obligations set out Schedules to this Deed 

“Runnymede Travel Initiative Contribution” means the contribution of £ TBA 

towards the provision of school buses 

"Site" means the land known as the former DERA North Site, Longcross, Surrey KT16 0EE 

shown edged red on Plan 2 

"South Western Trains” means Stagecoach South Western Trains Limited (Company 

Number 02938995) its registered office being Friars Bridge Court 41-45 Black Friars Road 

London SE1 8NZ or any successors that would be responsible for the Station Facilities 

“Specified Date” means the date upon which an obligation arising under this Agreement 

is due to be performed 

"Station Facilities" means the provision of new station facilities at Longcross Railway 

Station to include a new footbridge and ramp or refit/improvements to the exiting 

footbridge with ramp, new modular station building, upgrading station lighting, resurfacing 

of platforms, two new waiting shelters, upgrading station signage, ten platform benches, 

upgraded, CCTV cameras and provision for appropriate disabled access to comply with 

Network Rail standards 


"Station Facilities Planning Permission" means the planning permission or 

permissions granted for the provision of the Station Facilities 

"Station Facilities Contribution" means the sum of up to but no more than £1.45 

million (One Million Four Hundred and Fifty Thousand Pounds) towards the provision of 

the Station Facilities (which includes up to £45,000 towards the design costs of the Station 

Facilities) 

"Staple Hill Road Contribution" means £100,000.00 (One Hundred Thousand Pounds) 

towards the County Council's costs in applying for and the obtaining and implementation 

of any stopping up orders for Staple Hill Road 

“TMA” means the Traffic Management Association being a private, not for profit company 

set up by the Owner to implement and deliver the Travel Plan for the Site 

"Travel Plan" means a travel plan covering the entire Site with the purpose of 

encouraging sustainable modes of transport 

"Travel Plan Strategy" means a strategy that has been prepared for the roll out of sitewide 

Travel Plan measures and for the submission of Occupier Travel Plans at the site, as 

set out within the DERA North Site, Longcross Skeleton Travel Plan dated 01 October 2012 

"TRICS" means the Trip Rate Information Computer System formulated on behalf of and 

run by the TRICS Consortium (made up of Surrey, East Sussex, West Sussex, Kent 

Hampshire and Dorset County Councils) to validate assumptions about transport impacts 

of new developments 

"Village Traffic Calming Measures" means the traffic calming measures in Chobham 

and/or Windlesham and/or Bagshot Villages to discourage vehicular traffic bound for or 

from the Site from using the villages referred to or to reduce the impact of such traffic on 

those villages 

"Windlesham and Bagshot Traffic Calming Works" means those traffic calming 

works as may be determined as required by the Windlesham and Bagshot Traffic Study 2 

to discourage vehicular traffic bound for or from the Site from using Windlesham and 

Bagshot Villages 

“Windlesham and Bagshot Traffic Calming Works Contribution” means a 

contribution of £110,000 (One Hundred and Ten Thousand Pounds) of which £10,000 

(Ten Thousand Pounds) will be allocated towards design fees for the carrying out of the 

Windlesham and Bagshot Traffic Calming Works 

"Windlesham and Bagshot Traffic Study 1" means the first traffic study to be carried 

out for Windlesham and Bagshot Villages in accordance with Schedule 3 to this 

Agreement 


"Windlesham and Bagshot Traffic Study 2" means the second traffic study to be 

carried out for Windlesham and Bagshot Villages in accordance with Schedule 3 to this 

Agreement 

“Working Days” means Monday – Friday 0900 -17.00 excluding bank holidays and 

public holidays 

1.2 In this Agreement where the context so requires:- 

1.2.1 the singular includes the plural and vice versa 

1.2.2 references to clauses schedules and paragraphs are references to clauses 

schedules and paragraphs in this Agreement except where otherwise specified 

1.2.3 title headings to the clauses schedules and paragraphs are for convenience 

only and shall not affect the interpretation of this Agreement 

1.2.4 references to any statute or statutory instrument shall except where otherwise 

specifically provided include reference to any statutory modification or reenactment 

thereof for the time being in force 

1.2.5 the expression the "Owner" shall include persons successors in title to the 

Owner and its assigns and all persons deriving title to all or part of the Site 

under or through it 

2. STATUTORY PROVISIONS 

This Agreement is made pursuant to Section 106 of the Act and section 111 of the Local 

Government Act 1972 and all other enabling powers with the intent that the obligations 

herein run with and bind the Site 

3. COMMENCEMENT 

3.1 The provisions of this Agreement shall come into effect on the date of this Agreement 

other than clause 4 and clause 5 which shall come into effect on the grant of Planning 

Permission 1 and Planning Permission 2 respectively 

4. COVENANTS BY THE OWNER 

4.1 The Owner hereby covenants with the Councils in their respective capacities as local 

planning authorities and/or highway authority that it shall serve the Commencement 

Notice on the respective Councils’ Directors of Planning (or such other officers for the time 

being performing those functions) before Commencement of Development 

4.2 The Owner covenants with the Councils not to Commence Development before the service 

of the Commencement Notice 

4.3 The Owner covenants with Runnymede Council to observe and perform the obligations 

contained in the First Schedule 


4.4 The Owner covenants with Runnymede Council and Surrey Heath Council to observe and 

perform the obligations contained in the Second Schedule 

4.5 The Owner covenants with Surrey County Council and Surrey Heath Council to observe 

and perform the obligations contained in the Third Schedule 

4.6 The Owner covenants with Surrey County Council to observe and perform the obligations 

contained in the Fourth Schedule 

4.7 The Owner covenants with the relevant Council that at all times after the Development or 

any part thereof has been commenced or implemented within the meaning of Section 56 

of the Act they will observe perform and comply with the restrictions and obligations as 

set out in the First Schedule, Second Schedule Third Schedule and Fourth Schedule hereto 

in respect of the Site 

4.8 The Owner covenants with the Councils to give the Councils written notice of any change 

in ownership of any of its interests in the Site occurring before all the obligations under 

this Deed have been discharged such notice to give details of the transferee’s full name 

and registered office if a company or usual address if not together with the area of the 

Site or unit of occupation purchased by reference to a plan 

5. COUNCILS COVENANTS 

5.1 Runnymede Council covenants with the Owner to observe and perform the obligations 

contained in the First Schedule and the Second Schedule 

5.2 Surrey Heath Council covenants with the Owner to observe and perform the obligations 

contained in the Second Schedule and the Third Schedule in favour of the Owner 

5.3 The County Council covenants with the Owner to observe and perform the obligations 

contained in the Third Schedule and the Fourth Schedule in favour of the Owner 

6. MISCELLANEOUS 

6.1 This Agreement shall be registered as a Local Land Charge for the purposes of the Local 

Land Charges Act 1975 by Runnymede Council and Surrey Heath Council 

6.2 This Agreement shall be enforceable against the Owner to the extent specified in Section 

106 of the Act and against any person for the time being deriving title from the Owner as 

provided in Section 106 of the Act 

6.3 Any reference in this Agreement to any statute or any section thereof includes any 

amendment modification consolidation or re-enactment thereof and any statutory 

instrument direction or regulation made thereunder for the time being in force 

6.4 Nothing in this Agreement shall prejudice or affect the rights discretions powers duties 

and obligations of the Councils under all statutes by-laws statutory instruments orders and 

regulations in the exercise of their functions as a local authority 


6.5 If Planning Permission 1 and/or Planning Permission 2 are quashed revoked or otherwise 

withdrawn or expire(s) within the meaning of Sections 91 92 and 93 of the Act or are 

revoked or modified in accordance with Sections 97 to 100 inclusive of the Act without the 

consent of the Owner this Agreement they shall cease to have effect (but without 

prejudice to the rights of any party against the other in respect of any antecedent breach) 

as to those parts which relate to the quashed revoked or otherwise withdrawn planning 

permission 

6.6 No express waiver by the Councils of any breach or default by the Owner in performing or 

observing any of the obligations terms or conditions of this Agreement shall constitute a 

continuing waiver and no such waiver shall prevent the Councils from enforcing any of the 

said obligations terms or conditions or from acting upon any subsequent breach or default 

in that respect by the Owner 

6.7 Any obligations on the part of the Owner not to do any act matter of thing shall be 

deemed to include an obligation not to cause permit or suffer the doing of the same 

6.8 All sums and contributions given in accordance with the terms of this Deed shall be 

exclusive of VAT properly chargeable on such consideration 

6.9 If VAT becomes payable on payments made under this Deed that VAT will be additional to 

the sums required provided that the Owner will be entitled to valid VAT receipts in respect 

of any chargeable supplies properly incurred under this Deed 

6.10 Upon reasonable request from the Owner and subject to payment of the Councils 

reasonable and proper professional costs and charges the Council will certify compliance 

or partial compliance (as and if appropriate) with the provisions of this Deed 

6.11 Where the agreement approval consent or expression of satisfaction is required by the 

Owner from the Councils under the terms of this Deed such agreement approval or 

consent or expression of satisfaction shall not be unreasonably withheld or delayed and 

any such agreement consent approval or expression of satisfaction shall be given by the 

Councils 

6.12 Without prejudice to the Councils statutory rights of entry the Owner shall permit the 

Councils and its authorised employees and agents upon reasonable written notice to enter 

the Land at all reasonable time for the purposes of verifying whether or not any 

obligations arising hereunder has been performed or observed 

6.13 In the event of the planning obligations contained in this Deed being modified a note or 

memorandum therefore shall be endorsed upon this Deed 

6.14 The Owner warrants to the Council's that it has full power to enter into this Agreement 

and that there is no person, chargee or party (other than those stated in the charges 

and/or the property register for title number SY703980 as at the date of this Agreement) 

having a charge or other interest in the Site whose consent is necessary to make this 

Deed binding on the Site 


7. CHARGEES CONSENT 

7.1 The First Chargee and the Second Chargee hereby consent to the Owner completing this 

Agreement and the First Chargee and the Second Chargee hereby acknowledge that this 

Agreement binds their respective interests in the Site 

7.2 The obligations contained in this Deed shall not be binding on nor enforceable against the 

First Chargee or the Second Chargee nor any receiver appointed by the First Chargee or 

the Second Chargee nor any person claiming title through the First Chargee or the Second 

Chargee or any receiver unless they shall have entered into possession of the Site or part 

of the Site to which a charge relates 

8. PAYMENTS, INDEXATION & INTEREST 

8.1 The Owner covenants that the payment of all contributions included in the definition of 

"Indexation" under this Agreement shall be Index- Linked 

8.2 The payment of any sum or contribution under this Agreement shall be taken to include 

the actual contribution payable including any amount for Index-Linking and also (if due) of 

any Interest 

8.3 In the event that any contribution or part thereof is not paid by the Specified Date then 

Interest shall be due on the sum outstanding and will be apportioned on a daily basis from 

the Specified Date to the date of actual payment 

8.4 It is agreed by the parties that any Interest paid will not form part of the Contribution due 

and will belong to the Councils save where all or any of the contributions are to be repaid 

under the terms of this Agreement 

8.5 All payment of any Contributions due under this Agreement will be accompanied by the 

Payment Notice in the form annexed at Appendix 4 to this Agreement 

9. NOTICES 

9.1 All notices requests demands or other written communications to or upon the parties 

pursuant to this Agreement shall be deemed to have been properly given or made if 

dispatched by first class recorded delivery letter to the party to which such notice request 

demand or other written communication is to be given or made under this Agreement and 

addressed as follows: 

9.1.1 Runnymede Council: Director of Technical Services Runnymede Borough 

Council, Civic Offices, Station Road, Addlestone KT15 2AH 

9.1.2 Surrey County Council: Planning and Development Group Manager County 

Council, County Hall, Penrhyn Road, Kingston upon Thames KT1 2DN 

9.1.3 Surrey Heath Council: Head of Planning Development & Homes Surrey Heath 

Council, Surrey Heath House, Knoll Road, Camberley GU15 3HD 


9.1.4 Owner: CGNU Life Assurance Limited at 2 Rougier Street, York YO90 1UU 

addressed to the Company Secretary 

or to any other address that maybe notified to the parties from time to time by any of the 

parties (or their successor in title) to this Agreement 

9.2 Any notice request or demand or other written communication shall be deemed to have 

been served 

9.2.1 if posted recorded delivery at the expiration of 48 hours after the envelope 

containing the same was delivered into the custody of the postal authority 

within the United Kingdom 

9.2.2 and in proving such service it shall be sufficient to prove that the envelope 

containing such notice request demand or other written communication was 

properly addressed and delivered into the custody of the postal authority in a 

pre-paid first class or recorded delivery envelope (as appropriate) 

10. ARBITRATION 

10.1 Any dispute or difference arising between the parties with regard to their respective rights 

and obligations as to any matter or thing arising out of or in connection with this Deed 

(other than a dispute or difference relating to a matter of law or concerning the meaning 

or construction of this Agreement) shall be referred to the decision of a single arbitrator to 

be agreed by the parties or failing such agreement within 14 days of notification of a 

dispute, to be nominated (on the application of one of the parties) by the president for the 

time being of the Royal Institute of Chartered Surveyors and any such reference shall be 

deemed to be submission to arbitration within the meaning of the Arbitration Act 1996 

10.2 The persons calling for the determination shall make written submissions to the expert 

and the other parties within 10 Working Days of his appointment 

10.3 The expert shall make directions as to a timetable for presentation of evidence and the 

other parties shall have 21 Working Days from receipt or such extended period as the 

expert shall allow to respond 

10.4 The expert’s decision shall be in writing and give reasons for his decision 

10.5 The expert’s fees shall be met by the person calling for the determination unless the other 

party is found by the expert to have acted unreasonably in which case the other party 

shall meet such costs and reimburse any expert’s fees already paid by the other party 

11. CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999 

11.1 It is agreed and declared that the Contracts (Rights of Third Parties) Act 1999 shall not 

apply to this Agreement 


12. LEGAL COSTS 

12.1 The Owner shall upon completion of this Agreement pay the following legal and 

administrative costs in connection with the preparation and completion of this Agreement: 

12.1.1 for Runnymede Council £5,000 

12.1.2 the County Council' £5,000 

12.1.3 for Surrey Heath Council £5,000 

13. JURISDICTION 

This Deed is governed by and interpreted in accordance with the law of England 

14. GENERAL 

The parties hereto agree that: 

14.1 nothing in this Agreement grants planning permission or any other approval consent or 

permission required from the Councils in the exercise of any other of their statutory 

functions 

14.2 nothing in this Agreement fettered or restricts the exercises by the Council of any of their 

powers 

14.3 the obligations contained in clauses 4 and 5 of this Agreement are planning obligations for 

the purposes of Section 106 of the Act 

14.4 this Agreement constitutes a Deed 

14.5 this Agreement is enforceable by Runnymede Council, the County Council and Surrey 

Heath Council 

IN Witness whereof the parties have executed this Deed on the day and year first before written 


FIRST SCHEDULE 

AFFORDABLE HOUSING CONTRIBUTION 

AND 

RUNNYMEDE TRAVEL INITIATIVE CONTRIBUTION 

1. The Owner covenants with Runnymede Council as follows:- 

1.1 to provide the Affordable Housing Provision (details terms to be agreed) 

1.2 to pay the Runnymede Travel Initiative Contribution to Runnymede Council prior to the 

Occupation of 25,000 square metres GIA of B1 Offices 

1.3 not to allow Occupation more than 25,000 square metres of GIA and B1 Offices until the 

Runnymede Travel Initiative Contribution have been paid in full to Runnymede Council AND 

FOR THE AVOIDANCE OF DOUBT paid in full means the payment of any Indexation and 

Interest as may be due in accordance with the terms of this Agreement 

2. Runnymede Council covenants with the Owner as follows: 

2.1 Details of the Affordable Housing Provision to be agreed [] 

2.2 that upon receipt of the Runnymede Travel Initiative Contribution it will hold it and apply the 

same for no other purposes but for those purposes set out in the corresponding definition in 

clause two of this Agreement within five (5) years of receipt of such monies 

2.3 if or to the extent that the monies received pursuant to this First Schedule shall not have been 

spent or contracted to be spent by Runnymede Council by the end of the periods referred to in 

paragraph 2 of this First Schedule Runnymede Council shall upon written request from the 

party who paid the relevant contribution refund to the party that paid the relevant contribution 

or the unexpended part of such contribution 


SECOND SCHEDULE 

SANGS AND ECOLOGICAL OBLIGATIONS 

AND 

BUILDINGS 10 AND 63 

SANGS 

1. The Owner covenants with Surrey Heath Council and Runnymede Council as follows:- 

1.1 to submit to Surrey Heath Council and Runnymede Council for their approval a draft SANGS 

Habitat Creation and Management Plan (comprising the Publicly Accessible Semi-Natural 

Greenspace Report (MW) and the Western Publicly Accessible Semi-Natural Greenspace 

(PASG) Habitat Creation & Management Plan. 

1.2 not to occupy any residential dwelling until the SANGS has been provided and made fit for 

purpose in accordance with an approved SANGS Habitat Creation and Management Plan 

implemented to the reasonable satisfaction of both Surrey Heath and Runnymede Councils 

2. For the avoidance of doubt the Owner and Surrey Heath Council and Runnymede Borough 

Council agree and confirm that the SANGS Habitat Creation & Management Plan will 

amongst other matters provide for the provision of the SANGS and will also ensure the 

provision for the future upkeep and maintenance of the SANGS which may be through the 

appointment of an approved Management Company Agent such approval to be by Surrey 

Heath Borough Council and Runnymede Borough Council not to be unreasonably withheld 

3. The Parties agree that the SANGS provisions shall apply as in accordance with the 

administrative boundaries of the Councils 

BUILDINGS 10 AND 63 

4. The Owner covenants with Surrey Heath Council and Runnymede Council as follows: 

4.1 Undertake a survey of the turret building 63 prior to its demolition 

4.2 to relocate existing building 10 as identified on Plan 3 

MONITORING CHARGE 

5. The Owner covenants to pay to Surrey Heath Council the Monitoring Charge on the submission 

of the draft SANGS Habitat Creation & Management Plan to Surrey Heath Council for its 

approval 


THIRD SCHEDULE 

Traffic study obligations 

1. The Owner covenants with Surrey Heath Council and the Surrey County Council as follows:- 

1.1 to consult Surrey Heath Council on the nature of the brief and scope of all Traffic Studies 

affecting Windlesham , Bagshot and Chobham Villages 

1.2 to ensure that the comments and suggestions of Surrey Heath Council in reply to 1.1 above 

are duly considered when drawing up the methodology for the conduct of any Traffic Studies 

relating to Windlesham, Bagshot and Chobham Villages as required to be carried out under the 

terms of this Agreement 

2. The Owner covenants with the County Council not to occupy more than 77,320 square metres 

of GIA of B1 Offices until the Owner has: 

2.1 agreed with the County Council the methodology for the Windlesham and Bagshot Traffic 

Study 1 and the Chobham Traffic Study 1 and, that such has been carried out accordance with 

paragraph 1 of this Schedule 

2.2 carried out and completed both the Windlesham and Bagshot Traffic Study 1 and the 

Chobham Traffic Study 1 

3. The Owner covenants with the County Council as follows: 

3.1 to carry out the Windlesham and Bagshot Traffic Study 2 on the earlier of on or before full 

occupation of the Development or within three years after completion of the Windlesham and 

Bagshot Traffic Study 1 

3.2 to carry out the Chobham Traffic Study 2 on the earlier of on or before full occupation of the 

Development or within three years after completion of the Chobham Traffic Study 1 

4. Subject to paragraph 4.3 below and PROVIDED THAT the works required can be carried out 

within the existing highway boundary, the Owner covenants to carry out and complete: 

4.1 the Windlesham and Bagshot Traffic Calming Works within 18 months following completion of 

the Windlesham and Bagshot Traffic Study 2 

4.2 the Chobham Traffic Calming Works within 18 months following completion of the Chobham 

Traffic Study 2 

4.3 The parties agree that where a Highways Agreement between the Owner and the County 

Council has not been completed within 3 months of a request from the Owner for such an 

agreement to facilitate the provision of the works to be carried out in accordance with this 

Third Schedule the time limit for the said works to be carried out by the Owner shall be 

extended (such extension of time will be agreed in writing between the Owner and the County 

Council) 


5. The Owners will provide a full detailed account of expenditure on the Chobham Traffic Calming 

Works and the Windlesham and Bagshot Traffic Calming Works to both Surrey Heath Council 

and the County Council before or within 14 days of completion of those works 

6. In the event that the Chobham Traffic Calming Works Contribution and or the Windlesham and 

Bagshot Traffic Calming Works Contribution have not been spent in full THEN any balance 

remaining shall be spent on any traffic calming measures on those villages within the 

administrative boundary of Surrey Heath Council 


FOURTH SCHEDULE 

Infrastructure obligations 

STATION FACILITIES 

1. The Owner covenants with the County Council as follows:- 

1.1 To provide the County Council with a copy of the detailed specification for the Station Facilities 

within 5 working days of that specification being agreed with and provided by South Western 

Trains 

1.2 Provided that the improvements in service referred to in paragraph 1.8 below have been 

procured to submit or to procure the submission of a detailed planning application at no cost 

to the County Council ("the Planning Application") prior to first occupation of more than 15,000 

square metres GIA of B1 offices to Runnymede Council 

1.3 To use its reasonable endeavours to procure the prosecution of the Planning Application 

including submitting to the Runnymede Council amendments of the Application and further 

planning applications where necessary and entering into consultations with all statutory 

consultees and the local community with a view to minimising objections to the Planning 

Application 

1.4 To keep the County Council informed of all material and key steps taken to pursue the 

Planning Application. 

1.5 To appeal (or where the Planning Application has been made by South Western Trains) CGNU 

shall use reasonable endeavours to procure that South Western Trains will appeal) against any 

refusal or deemed refusal of the application within 6 weeks of refusal or deemed refusal where 

in the opinion of Counsel specialising in planning law and of at least 10 years standing (who 

should be jointly instructed by the owner and the County Council but whose opinion shall be 

obtained at the Owners sole cost) determines that there is a more than 70% chance of 

success on appeal 

1.6 Subject to paragraph 1.7 of this Fourth Schedule to provide the Station Facilities 

1.7 If the Station Facilities have not been provided (or contracted to be provided by South West 

Trains (or relevant successor train operator)) by the end of the period of five years from first 

Occupation of more than 15,000 square metres GIA of B1 offices then that part of the Station 

Facilities Contribution that has not been spent or contracted to be spent at the end of that said 

period shall be paid to the County Council and upon such payment to the County Council the 

Owner shall be released from all of its obligations set out in this Paragraph 1 of the Fourth 

Schedule 

1.8 If the Station Facilities have not been provided (or contracted to be provided by South West 

Trains (or relevant successor train operator)) by the end of the period of five years from first 

Occupation of more than 15,000 square metres GIA of B1 offices then that part of the Station 

Facilities Contribution that has not been spent or contracted to be spent at the end of that said 

period shall be paid to the County Council and upon such payment to the County Council the 


Owner shall be released from all of its obligations set out in this Paragraph 1 of the Fourth 

Schedule 

1.9 to use reasonable endeavours to procure the provision of train services at Longcross railway 

station for the life of the Development being no fewer than 2 trains per hour in each direction 

between 0700 and 1900 hours Monday - Saturday and a reduced service on bank holidays or 

public holidays 

2. The County Council covenants with the Owner as follows: 

2.1 If the County Council receives the Station Facilities Contribution or unexpended part thereof in 

accordance with paragraph 1 of the Fourth Schedule it shall use the said contribution for no 

other purpose than towards providing alternative transport related measures within ten years 

of receipt of such monies 

2.2 that upon receipt of the Station Facilities Contribution the County Council will hold it in a 

separately identified interest bearing account and apply the same for no other purpose but for 

those purposes set out in the corresponding definition of clause one of this Agreement 

2.3 that upon written request within ten years of the date of receipt of the Station Facilities 

Contribution set out at paragraph 1 of this Fourth Schedule to issue to the party that paid the 

said contribution an account certified by the County Council treasurer for the time being 

detailing how the contributions have been expended by the County Council 

2.4 if or to the extent that the monies received pursuant to the Fourth Schedule shall not have 

been spent or contracted to be spent by the County Council by the end of the periods referred 

to in paragraph 2 of this Fourth Schedule the County Council shall upon request from the party 

who paid the said contribution refund to the party that paid the relevant contribution the 

unexpended part of such contribution 

BUS SERVICE 

3. Bus Service provision to be agreed, as the extension of existing Woking-Chobham bus routes 


4. The Owner Covenants with the County Council as follows: 

4.1 To obtain as soon as reasonably practicable the written approval of the County Council to a 

Travel Plan Strategy 

4.2 To implement and maintain the Travel Plan Strategy in accordance with the approved details 

or in accordance with any revisions to the Travel Plan Strategy as may be agreed in writing by 

the County Council until the TMA has been established in accordance with Appendix 3 at 

which time the TMA will assume responsibility to implement and maintain the Travel Plan 

Strategy under this paragraph 4.2 


TRAVEL PLAN 


5.1 To submit a draft Travel Plan that includes the points set out in the Travel Plan Strategy at 

Appendix 3 to the County Council for their approval 

5.2 To obtain as soon as reasonably practicable the written approval of the County Council of the 

Travel Plan 

5.3 To implement upon first Occupation and to maintain and monitor the Travel Plan in 

accordance with the approved details or in accordance with any revisions to the Travel Plan 

until the TMA has been established in accordance with the Travel Plan Strategy in Appendix 3 

of this Agreement at which time the TMA will assume responsibility to implement and maintain 

the Travel Plan under this paragraph 5 of this Fourth Schedule 

SECTION 278 HIGHWAYS WORKS 


6.1 Subject to paragraph 11.4 of this Fourth Schedule prior to the Commencement of 

Development to enter into the Section 278 Agreement(s) (pursuant to the Highways Act 1980) 

in respect of: 

6.1.1 the provision of a new roundabout junction to serve the site on Chobham Lane 

generally as shown on Drawing 3026/GA/001 Rev D of DERA North Site, Longcross 

Transport Assessment 

6.1.2 the provision of a new ghost island access junction to serve the site on chobham 

Lane generally as shown on Drawing 3026/GA/002 Rev A of the DERA North Site, 

Longcross Transport Assessment 

6.2 Subject to paragraph 11.4 of this Fourth Schedule: 

6.2.1 on or before Commencement to prepare and submit to the County Council a draft 

programme of works to identify to phases in which the works set out in paragraph 6.2.2 

this Fourth Schedule shall be carried out 

6.2.2 there shall be no Occupation of the phase to which the following works relate unless the 

relevant Highways Agreement has been entered into with the County Council (or the 

Highways Agency as the case may be) 

(i) 

alterations to the existing Chobham Lane/B386 Longcross Road/Chertsey Road/Burma 

Road roundabout generally as shown on Figure 20 within Appendix H of the DERA 

North Site, Longcross Transport Assessment 


(ii) 

the signalisation of the exiting priority T-junction of Trumps Green Road with 

Wellington Avenue generally as shown on Figure 21 within Appendix H of DERA 

North Site Transport Assessment 

7. The County Council covenants not to unreasonably withhold or delay completing the necessary 

agreement(s) required pursuant to section 278 of the Highways Act 1980 in respect of the 

highway works required to be carried out by the Owner pursuant to the conditions attached to 

the Planning Permission 1 and Planning Permission 2 and this paragraph 7 of the Fourth 

Schedule 

PEDESTRIAN AND CYCLE ROUTES 


8.1 Prior to completion of the Development, to provide at the Owner's expense a network of 

pedestrian and cycle routes within the Site to link to the on-Site facilities and Longcross 

railway station 

PARKING CONTROLS 


9.1 To undertake: 

9.1.1 Upon Occupation of 77,320 square metres GIA of B1 Offices a review of any off- 

Site parking (measured to be within 1 mile radius of the centre of the Site along 

roads or other pedestrian routes in the area shown on Plan 4) arising from the 

Occupation of the Development on highways, common land or other available 

spaces that might occur and to fund any remedial Traffic Regulation Orders or 

alternative measures relating to car parking control (limited to any necessary line 

painting and/or signage only) as may be reasonably determined by the County 

Council as necessary towards prevention of such parking from continuing if so 

demonstrated to be required 

9.1.2 upon full Occupation of the Development a review of any off-Site parking (within 

the area shown on Plan 4) arising from the Occupation of the Development on 

highway and common land or other available spaces that might occur and to fund 

further Traffic Regulation Orders or alternative measures relating to car parking 

control within 1 mile distance measured from the centre of the Site (measured to 

be within 1 mile radius of the centre of the Site along roads or other pedestrian 

routes in the area shown on Plan 4) such as, for example, the use of Controlled 

Parking Zones, Bollards or Lining and Signing Strategies as may be reasonably 

determined by the County Council as necessary towards prevention of such parking 

from continuing if so demonstrated to be required 


CLOSURE OF STAPLE HILL ROAD 

10. The Owner covenants to pay to County Council the Staple Hill Road Contribution within 28 

Working Days of the Owner receiving a request in writing from the County Council PROVIDED 

ALWAYS THAT such request is not made by the County Council prior to Commencement of 

construction of any building for occupation comprised in the Development 

11. The County Council covenants with the Owner as follows: 

11.1 that within five (5) years of receipt of the Staple Hill Road Contribution, it shall use the Staple 

Hill Road Contribution for the following purposes: 

(i) 

(ii) 

(iii) 

firstly, to stop up Staple Hill Road; or 

where the County Council has resolved not to stop up Staple Hill Road, to carry out 

the Village Traffic Calming Measures; or 

where Village Traffic Calming Measures are not necessary or having carried out any 

necessary Village Traffic Calming Measures there remains a balance of the Staple 

Hill Road Contribution such balance can be used for any traffic calming measures 

11.2 Subject to paragraph 12.3 below the County Council shall within Seven (7) years of receipt of 

the Staple Hill Road Contribution spend such contribution in accordance with paragraph 11.1 

of this Fourth Schedule 

11.3 if or to the extent that the monies received pursuant to this Fourth Schedule shall not have 

been spent or contracted to be spent by the County Council by the end of the periods referred 

to in this paragraph 11 of this Fourth Schedule the County Council upon request from the 

party that paid the relevant contribution refund to the party that paid the relevant contribution 

the unexpended part of such contribution 

11.4 not to unreasonably withhold or delay completing the necessary Highway Agreements required 

in respect of the highway works required to be carried out by the Owner pursuant to this 

Agreement or the conditions attached to Planning Permission 1 and/or Planning Permission 2 

and this Fourth Schedule 

EDUCATION PROVISION 

Provision to meet education needs from the proposed residential dwellings to be discussed and 

agreed. Options range from off-site contributions to on-site temporary or permanent primary 

school facilities. 



APPENDIX 1 

PLANS 


APPENDIX 2 

CLEUDS 2(1) & 2(2) 


APPENDIX 3 


1. Setting up funding and long term operation of Transport Management Association (TMA) 

2. TMA will be the mechanism for ensuring the implementation and delivery of the travel plan for 

the life of the development 

3. Each occupier shall be a member and will pay a membership fee on an annual basis 

4. The TMA will coordinate the individual travel plans of occupiers and provide/fund the area 

wide elements of the Travel Plan including the Travel Plan Coordinator, Bus Service and 

parking management 

5. The TMA shall include the County Council Travel Plan Officer from the County Council 

6. The TMA will submit a Travel Plan (in accordance with the Chertsey Travel Plan Strategy) to 

the Highway Authority for approval prior to occupation (such approval not to be unreasonably 

withheld or delayed) 

7. The approved site wide Travel Plan shall then be implemented upon first Occupation 

8. Individual Occupiers shall prepare and implement their own company specific Travel Plans to 

compliment the site wide Travel Plan to be agreed, monitored and enforced by the TMA 

9. The site wide Travel Plan shall be monitored generally by the TMA as set out in the Travel Plan 

Strategy and in accordance with the TRICS standard assessment methodology 

10. Annual monitoring reports shall be submitted by the TMA to the County Council for auditing 

and any required revisions to the content of the Travel Plan also to be agreed by the County 

Council in writing (such agreement not to be unreasonably withheld or delayed) 

11. The Travel Plan shall include: 

• Mode share targets 

• Measures to deliver those targets 

• A programme for the monitoring and evaluation of the effectiveness of the programme 

• an implementation programme 


APPENDIX 4 

PAYMENT NOTICE 

Payment Notice 

To be send to 

(address of Council for Service) 

Ref: (Planning Reference number) 

Please answer all the questions. 

1. Payment made by/on behalf of: 

Payment of monies due under a Sc 106 Agreement 

……………………………………………...……………………………….. 

2. Land at: ………………….…………………………………… 

3. Agreement Dated: ……………………………………...………………. 

4. Obligation in Agreement: 

a. Clause no: …………………………………………………….… 

b. Contribution toward ……………………… …………………………….. 

c. Amount of contribution due:……………………………… ……….…… 

d. 

e. Date upon which contribution is due………………..…………………. 

f. Indexation completed and added state 

Amount: 

……………………………..… 

g. Interest added because payment late and state amount: 

h. Amount of Contribution enclosed:…………………………………… 

Official Use: 

Date R’cd: 

Notifications out: 

Interest/ Indexation Outstanding: 

Confirmation of R’ct out: 


EXECUTED AS A DEED in the manner hereinafter but not delivered until the day and year first before 

written 

EXECUTED AS A DEED by affixing 

the COMMON SEAL of 

SURREY COUNTY COUNCIL 

in the presence of:- 

Authorised Signatory 


the COMMON SEAL of RUNNYMEDE 

BOROUGH COUNCIL in 

the presence of:- 




SURREY HEATH BOROUGH COUNCIL 

In the presence of:- 


SIGNED AS A DEED by 

CGNU LIFE ASSURANCE LIMITED 

acting by:- 

Director 

Director/Company Secretary 

SIGNED AS A DEED by 

PRECIS LIMITED 

acting by:- 


Director 

Director/Company Secretary 



THE SECRETARY OF STATE FOR DEFENCE 

In the presence of:-

Draft S106 Agreement - Runnymede Borough Council

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?