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Transformation Services Agreement - NSW Department of Education ...

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33. Disclosure <strong>of</strong> matters affecting performance<br />

33.1 Material adverse effects<br />

The Contractor warrants that it has disclosed in writing to DEC prior to the date <strong>of</strong> this<br />

agreement and will continue to disclose events actual or threatened which would have a<br />

material adverse effect on the Contractor's ability to perform its obligations under this<br />

agreement, including:<br />

(a)<br />

(b)<br />

(c)<br />

litigation or proceedings (actual or threatened) against the Contractor;<br />

the existence <strong>of</strong> a breach or default or alleged breach or default <strong>of</strong> an agreement,<br />

order or award binding upon the Contractor; and<br />

matters relating to the commercial, technical or financial capacity <strong>of</strong> the Contractor<br />

or its Personnel.<br />

33.2 Changes in credit rating<br />

The Contractor must immediately notify DEC <strong>of</strong> any changes in Accenture plc's credit rating<br />

during this agreement or if the Contractor reasonably expects its credit rating to change.<br />

34. [Omitted.]<br />

Legal\305532610.12 Commercial-in-confidence 34

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