Document ID: chunk:federal_register_of_legislation:F2014L01684:reg:10:p23
Version: federal_register_of_legislation:F2014L01684
Segment Type: reg
Provision Reference: reg 10 (pt 23/32)
Character Range: 92604–95404

have been obtained by the Registrar to render this Deed binding on, and legally enforceable against, the Registrar in accordance with its terms;
          (e) it will immediately notify the ACMA of the occurrence of, or the pending or threatened occurrence of, an event of which it is aware that may cause or constitute a breach of any of the representations, warranties or covenants contained or made in connection with this Deed, including without limitation, any event that may result in a material adverse change in the business of the Registrar or may affect the financial viability of the Registrar's business;
          (f) it has disclosed to the ACMA prior to the execution of this Deed details of any litigation or proceeding whatsoever, actual or threatened, against the Registrar that may have an adverse effect on the ability of the Registrar to provide the Registration Services and these disclosures are true and correct as at execution; and
          (g) any additional issues of the kind described in paragraph (f) that arise from time to time subsequent to the execution of this Deed will be disclosed by the Registrar to the ACMA at all relevant times throughout the term of this Deed.

      23. Indemnity

       23.1 The Registrar indemnifies at all times and holds harmless the Commonwealth and the ACMA (including its employees, agents or subcontractors) from and against any loss or liability (including legal costs) that may be or is incurred by the Commonwealth or the ACMA as a result of a claim made or threatened by a third party where that loss or liability was caused by:
          (a) a breach of this Deed;
          (b) a wilful, unlawful or negligent act or omission, in connection with this Deed by the Registrar, its employees, agents or subcontractors; or
          (c) an item provided by the Registrar to cabling providers infringing the Intellectual Property rights of a third party.

       23.2 Where the Commonwealth or the ACMA wishes to rely on this indemnity it must give the Registrar written notice as soon as practicable after suffering the loss or liability.

       23.3 The Commonwealth indemnifies the Registrar from and against any loss or liability that may be or is incurred by the Registrar as a result of a direction given by the ACMA to the Registrar under clause 8.3.

       23.4 Each indemnity in this Deed is a continuing indemnity, separate and independent from the other obligations of the Parties, and survives termination and repudiation of this Deed.

      24. Moral Rights

       24.1 If the Registrar, its officers, employees, agents or subcontractors, either jointly or individually, are authors of works made or to be made in the course of performing this Deed, which entitles them individually or jointly to certain Moral