29.1  Service Provider's Undertakings

The Service Provider hereby undertakes with the Authority that for so long as this Contract remains in force:

(a)  it shall upon becoming aware that the same is or may be threatened or pending, and again immediately after the commencement thereof, give the Authority notice of all litigation or arbitration or administrative or adjudication or mediation or similar proceedings before or of any court, arbitrator or governmental authority which would or may materially adversely affect the Service Provider's ability to perform its obligations under this Contract and shall, for so long as such proceedings subsist, keep the Authority reasonably informed of the same;

(b)  it shall not, without the prior written consent of the Authority, (and whether by a single transaction or by a series of transactions whether related or not) sell, transfer, lend or otherwise dispose of (other than by way of giving security) the whole or any part of its business or assets which would or may materially affect the ability of the Service Provider to perform its obligations under this Contract;

(c)  it shall not cease to be resident in the United Kingdom or transfer in whole or in part its undertaking, business or trade outside the United Kingdom;

(d)  it shall not undertake the performance of its obligations under this Contract for the provision of the Service otherwise than through itself or a Sub-Contractor appointed in accordance with the obligations set out in this Contract;

(e)  it shall not without the written consent of the Authority (not to be unreasonably withheld or delayed) incorporate any company or purchase or acquire or subscribe for any shares in any company save where such company is involved in the provision of the Service;

(f)  it shall not without the written consent of the Authority (not to be unreasonably withheld or delayed) make any loans or grant any credit or give any guarantee or indemnity to, or for the benefit of, any person or otherwise voluntarily or for consideration assume any liability (whether actual or contingent) in respect of any obligation of any other person except in the ordinary course of its business; and

(g)  it shall not change or cease its business or start any other business which is materially different from that to be carried on by it under this Contract.