Common use of Acknowledgments by Transferor and Accenture Ltd Clause in Contracts

Acknowledgments by Transferor and Accenture Ltd. The Transferor and Accenture Ltd acknowledge and agree that: (i) notwithstanding anything to the contrary contained herein (including, without limitation, the definition of “beneficial owner” in Section 1.1(c) hereof), the Transferred Shares shall be deemed to continue to be the Transferor’s “Partner Matters Interests” (as defined in the Partner Matters Agreement) for purposes of the Partner Matters Agreement at all times until the Proxy Termination Date (as defined in Section 4.1(c) below); (ii) the respective number of Transferred Shares indicated for a Base Restriction Date (in accordance with Section 3.1(b) below) shall, for purposes of Bye-law 43.2, be applied against the cumulative maximum number of Covered Shares which may be Transferred as of such date by the Transferor in accordance with the transfer restrictions imposed by the Bye-laws, but shall not be charged against the cumulative maximum number of Covered Shares which may be transferred prior to such date; and (iii) each Transferor remains subject to the requirement under the Bye-laws of retaining at least 25% of the Covered Shares owned by such Partner as of the IPO Date until the later of July 24, 2009 (the eighth anniversary of the IPO Date) or the date that such Transferor ceases to be an employee of the Company.

Acknowledgments by Transferor and Accenture Ltd. The Transferor and Accenture Ltd acknowledge and agree that: (i) notwithstanding anything to the contrary contained herein (including, without limitation, the definition of “"beneficial owner” " in Section 1.1(c1.1(d) hereof), the Transferred Shares shall be deemed to continue to be the Transferor’s “'s "Partner Matters Interests” " (as defined in the Partner Matters Agreement) for purposes of the Partner Matters Agreement at all times until the Proxy Termination Date (as defined in Section 4.1(c) below); (ii) the respective number of Transferred Shares indicated for a Base Restriction Date (in accordance with Section 3.1(b) below) shall, for purposes of Bye-law 43.2the Voting Agreement, be applied against the cumulative maximum number of Covered Shares which may be Transferred as of such date by the Transferor in accordance with the transfer restrictions imposed by the Bye-lawsVoting Agreement, but shall not be charged against the cumulative maximum number of Covered Shares which may be transferred prior to such date; and (iii) each Transferor remains subject to the requirement under the Bye-laws Voting Agreement of retaining at least 25% of the Covered Shares owned by such Partner as of the IPO Date until the later of July 24, 2009 (the eighth anniversary of the IPO Date) or the date that such Transferor ceases to be an employee of the Company.

Acknowledgments by Transferor and Accenture Ltd. The Transferor and Accenture Ltd SCA acknowledge and agree that: (i) notwithstanding anything to the contrary contained herein (including, without limitation, the definition of “"beneficial owner” " in Section 1.1(c1.1(e) hereof), the Transferred Shares shall be deemed to continue to be the Transferor’s “'s "Partner Matters Interests” " (as defined in the Partner Matters Agreement) for purposes of the Partner Matters Agreement at all times until the Proxy Termination Date (as defined in Section 4.1(c) below); (ii) the respective number of Transferred Shares indicated for a Base Restriction Date (in accordance with Section 3.1(b) below) shall, for purposes of Bye-law 43.2the Transfer Rights Agreement, be applied against the cumulative maximum number of Covered Shares which may be Transferred as of such date by the Transferor in accordance with the transfer restrictions imposed by the Bye-lawsTransfer Rights Agreement, but shall not be charged against the cumulative maximum number of Covered Shares which may be transferred prior to such date; and (iii) each Transferor remains subject to the requirement under the Bye-laws Transfer Rights Agreement of retaining at least 25% of the Covered Shares owned by such Partner as of the IPO Date until the later of July 24, 2009 (the eighth anniversary of the IPO Date) or the date that such Transferor ceases to be an employee of the Company.

Acknowledgments by Transferor and Accenture Ltd. The Transferor and Accenture Ltd SCA acknowledge and agree that: (i) notwithstanding anything to the contrary contained herein (including, without limitation, the definition of “beneficial owner” in Section 1.1(c1.1(e) hereof), the Transferred Shares shall be deemed to continue to be the Transferor’s “Partner Matters Interests” (as defined in the Partner Matters Agreement) for purposes of the Partner Matters Agreement at all times until the Proxy Termination Date (as defined in Section 4.1(c) below); (ii) the respective number of Transferred Shares indicated for a Base Restriction Date (in accordance with Section 3.1(b) below) shall, for purposes of Bye-law 43.2Article 8 of the Articles, be applied against the cumulative maximum number of Covered Shares which may be Transferred as of such date by the Transferor in accordance with the transfer restrictions imposed by the Bye-lawsArticles, but shall not be charged against the cumulative maximum number of Covered Shares which may be transferred prior to such date; and (iii) each Transferor remains subject to the requirement under the Bye-laws Articles of retaining at least 25% of the Covered Shares owned by such Partner as of the IPO Date until the later of July 24, 2009 (the eighth anniversary of the IPO Date) or the date that such Transferor ceases to be an employee of the Company.