1.  SUB-CONTRACTOR'S WARRANTY AND LIABILITY

1.1.  The Sub-Contractor warrants to the Beneficiary that it has carried out and will continue to carry out and complete its duties and obligations under the Sub-Contract in accordance with the Sub-Contract and (without qualification to or derogation from the foregoing) has exercised and will exercise all the reasonable skill care and diligence to be expected of suitably skilled qualified and experienced professional performing services the like of those undertaken by the Sub-Contractor under the Sub-Contract.

1.2.  The Sub-Contractor has no liability hereunder which is greater or of a longer duration than it would have had if the Beneficiary had been a party to the Sub-Contract as joint employer.  The Sub-Contractor shall not be entitled to set-off against any liability to the Beneficiary under this Deed any sum of money or other entitlement due to it from the Service Provider under the terms of the Sub-Contract.

1.3.  Upon the expiration of 12 years from the expiry or termination of the Sub-Contract the liability of the Sub-Contractor under this Deed shall cease and determine, save in relation to any claims made by the Beneficiary against the Sub-Contractor and notified by the Beneficiary to the Sub-Contractor in writing prior thereto.