Document ID: chunk:federal_register_of_legislation:C2025C00096:schedule:1:p41
Version: federal_register_of_legislation:C2025C00096
Segment Type: schedule
Provision Reference: sch 1 (pt 41/51)
Character Range: 266516–269318

of Bank
    The Bank shall indemnify and keep indemnified the Commonwealth, its officers, employees and agents ("the Commonwealth") from and against all and any reasonable losses, costs (including legal costs), liabilities, refunds, expenses and other outgoings incurred by the Commonwealth in connection with any claim made by a third party against the Commonwealth in relation to a Portfolio Asset to the extent to which those losses, costs, refunds, liabilities, expenses or other outgoings are incurred by the Commonwealth as a result of the Bank's failure to perform its obligations under this Agreement.
    16.2 Obligations of Commonwealth
     The Commonwealth shall indemnify and keep indemnified the Bank, its officers, employees and agents ("the Bank") from and against all and any reasonable losses, costs (including legal costs), liabilities, refunds, expenses and other outgoings incurred by the Bank in connection with any claim made by a third party against the Bank to the extent to which those losses, costs, refunds, liabilities, including tortious liabilities, expenses or other outgoings are incurred by the Bank as a result of:
        (a) the acts or omissions of the Commonwealth, the Corporation, or their servants or agents, arising prior to the relevant Vesting Dates; or
        (b) any breach by the Commonwealth of any of the warranties set out in Sub‑clause 15.2.
    16.3 Obligation of Commonwealth
    The Commonwealth shall indemnify and keep indemnified the Bank from and against all and any reasonable losses and costs (including legal costs) incurred by the Bank in the event of it being not entitled to take action under any Portfolio Agreement or Portfolio Supplementary Agreement by reason of its not being a party to those Agreements.

    17. DEALINGS WITH SOUTH AFRICA AND NAMIBIA
    The Bank hereby agrees that:
         (i) to the best of its knowledge and understanding, as at the date of signing of this Agreement no South African or Namibian persons in aggregate have a beneficial interest in fifty (50) per cent or more of the issued shares of the Bank; and
         (ii) the Commonwealth shall be notified in writing forthwith if, during the period of operation of this Agreement, the Bank becomes aware of any actual or proposed change which will lead or is likely to lead to South African or Namibian persons in aggregate having a beneficial interest in fifty (50) per cent or more of the issued shares of the Bank.
    For the purposes of this Clause, a South African or Namibian person is defined as a "natural person who is a citizen of or resides in South Africa or Namibia or alternatively is a company or body corporate or any body not being a body corporate which is incorporated or formed in South Africa or Namibia".

    18. NON‑MERGING ON