Common use of Representations and Warranties of Applicant Clause in Contracts

Representations and Warranties of Applicant. Each of the Applicants represents and warrants in favour of NGen as follows: (a) if the Applicant is a corporation, it is duly incorporated, amalgamated or continued, and existing, under the laws of the jurisdiction of its incorporation, amalgamation or continuance, and has all necessary corporate power and capacity to enter into and perform its obligations in respect of the Project or Initiative contemplated under the Application; (b) the Applicant has taken all necessary action to authorize the execution and delivery by it of its obligations under the Application, and the Project or Initiative contemplated under the Application; (c) the performance of the obligations of the Applicant with respect to the Project or Initiative contemplated under the Application, do and will not breach or result in a default under (i) any of its constituting documents; (ii) any applicable law to which it is subject; or (iii) any contract or covenant by which it is bound; (d) the Project is not a “designated project” or a “project” under the Impact Assessment Act (S.C. 2019, c. 28), and the Applicants will ensure that the Project does not become a “designated project” under the Impact Assessment Act; and (e) the Applicant is in compliance with Sanctions; and neither the Applicant nor any of its officers or directors is a Designated Person; and the Applicant will conduct its business at all times in compliance with Sanctions. “Sanctions” means economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the Government of Canada (under the Special Economic Measures Act (S.C. 1992, c.17) or otherwise). “Designated Person” means a person that is (i) designed under the Special Economic Measures Act, or (ii) listed on any other Sanctions-related list maintained by the Government of Canada, or (iii) listed on any other Sanctions-related list or is a “designated person” under any applicable Canadian law.

Representations and Warranties of Applicant. Each of the Applicants represents and warrants in favour of NGen as follows: (a) if the Applicant is a corporation, it is duly incorporated, amalgamated or continued, and existing, under the laws of the jurisdiction of its incorporation, amalgamation or continuance, and has all necessary corporate power and capacity to enter into and perform its obligations in respect of the Project or Initiative contemplated under the Application; (b) the Applicant has taken all necessary action to authorize the execution and delivery by it of its obligations under the Application, and the Project or Initiative contemplated under the Application; (c) the performance of the obligations of the Applicant with respect to the Project or Initiative contemplated under the Application, do and will not breach or result in a default under (i) any of its constituting documents; (ii) any applicable law to which it is subject; or (iii) any contract or covenant by which it is bound; (d) the Project is not a “designated project” or a “project” under the Impact Assessment Act (S.C. 2019, c. 28), and the Applicants will ensure that the Project does not become a “designated project” under the Impact Assessment Act; and (e) the Applicant is in compliance with Sanctions; and neither the Applicant nor any of its officers or directors is a Designated Person; and the Applicant will conduct its business at all times in compliance with Sanctions. “Sanctions” means economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the Government of Canada (under the Special Economic Measures Act (S.C. 1992, c.17) or otherwise). “Designated Person” means a person that is (i) designed under the Special Economic Measures Act, or (ii) listed on any other Sanctions-related list maintained by the Government of Canada, or (iii) listed on any other Sanctions-related list or is a “designated person” under any applicable Canadian law.. NGen Application Agreement Rev: Nov 2022 v.2.1

Representations and Warranties of Applicant. Each of the Applicants represents and warrants in favour of NGen as follows: (a) if the Applicant is a corporation, it is duly incorporated, amalgamated or continued, and existing, under the laws of the jurisdiction of its incorporation, amalgamation or continuance, and has all necessary corporate power and capacity to enter into and perform its obligations in respect of the Project or Initiative contemplated under the Application; (b) the Applicant has taken all necessary action to authorize the execution and delivery by it of its obligations under the Application, and the Project or Initiative contemplated under the Application; (c) the performance of the obligations of the Applicant with respect to the Project or Initiative contemplated under the Application, do and will not breach or result in a default under (i) any of its constituting documents; (ii) any applicable law to which it is subject; or (iii) any contract or covenant by which it is bound; (d) the Project is not a “designated project” or a “project” under the Impact Assessment Act (S.C. 2019, c. 28), and the Applicants will ensure that the Project does not become a “designated project” under the Impact Assessment Act; and (e) the Applicant is in compliance with Sanctions; and neither the Applicant nor any of its officers or directors is a Designated Person; and the Applicant will conduct its business at all times in compliance with Sanctions. “Sanctions” means economic or financial sanctions or trade embargoes imposed, administered or enforced from time to time by the Government of Canada (under the Special Economic Measures Act (S.C. 1992, c.17) or otherwise). “Designated Person” means a person that is (i) designed under the Special Economic Measures Act, or (ii) listed on any other Sanctions-related list maintained by the Government of Canada, or (iii) listed on any other Sanctions-related list or is a “designated person” under any applicable Canadian law.. NGen Application Agreement Rev: Nov 2022 v.2.1