Common use of REPRESENTATIONS AND WARRANTIES OF EVI AND SUB Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF EVI AND SUB. EVI and Sub hereby jointly and severally represent and warrant to Christiana that: (a) Organization and Compliance with Law. EVI and Sub are corporations duly incorporated, validly existing and in good standing under the laws of the states of Delaware and Wisconsin, respectively. Each of EVI and Sub has all requisite corporate power and corporate authority to own, lease and operate all of its properties and assets and to carry on its business as now being conducted, except where the failure to be so organized, existing or in good standing would not have a material adverse effect on the financial condition of EVI and its subsidiaries (the "EVI Subsidiaries"), taken as a whole (an "EVI MAE"). Each of EVI and Sub is duly qualified to do business, and is in good standing, in each jurisdiction in which the property owned, leased or operated by it or the nature of the business conducted by it makes such qualification necessary, except in such jurisdictions where the failure to be duly qualified would not have an EVI MAE. Each of EVI and Sub is in compliance with all applicable laws, judgments, orders, rules and regulations, except where such failure would not have an EVI MAE. EVI has heretofore delivered to Christiana true and complete copies of EVI's Restated Certificate of Incorporation, as amended (the "EVI Certificate"), and Sub's Certificate of Incorporation and their respective bylaws as in existence on the date hereof.