Common use of Representations and Warranties of IIBV Clause in Contracts

Representations and Warranties of IIBV. IIBV represents and warrants to Jalua, and acknowledges that Jalua is relying upon such representations and warranties in connection with the entering into and completion of this Transfer Agreement, that: (a) IIBV is a company validly subsisting pursuant to the laws of the Netherlands and has the corporate power and capacity to carry out the transactions contemplated hereby; (b) the execution and delivery by IIBV of, and the performance of IIBV’s obligations under, this Transfer Agreement and the completion by IIBV of the transactions contemplated hereby will not result in the violation of any applicable law or the terms or provisions of the constating documents of IIBV; and (c) this Transfer Agreement has been duly authorized, executed and delivered by IIBV and is a valid and binding obligation of IIBV enforceable against IIBV in accordance with its terms. The representations and warranties of IIBV contained in this Transfer Agreement shall not survive the closing of the transactions contemplated by this Transfer Agreement.