Common use of Representations of Each Party Clause in Contracts

Representations of Each Party. ‌ Each Party represents and warrants to each other Party at the times set out in Clause 16.4 (Times when representations made) by reference to the facts and circumstances then existing on that date: (a) it is duly incorporated (if a corporate person) or duly established (in any other case) and validly existing under the law of its jurisdiction of incorporation or formation; (b) it has the power to own its assets and carry on its business as it is being, and is proposed to be, conducted; (c) the obligations expressed to be assumed by it in this Agreement are legal, valid, binding and enforceable on it, subject to any applicable Legal Reservations; (d) as far as it is aware, the entry into and performance by it of, and the transactions contemplated by, this Agreement do not and will not conflict with any law or regulation applicable to it or its constitutional documents; (e) it, and, if applicable, the duly authorised attorney acting on its behalf, has the power, authority and legal capacity to enter into, perform and deliver, and has taken all necessary action to authorise its entry into, performance and delivery of this Agreement and (subject to the fulfilment of the conditions to the implementation and consummation of the Restructuring specified in the Restructuring Term Sheet or any other Restructuring Document) the transactions contemplated by this Agreement; and (f) it has the corporate capacity and authority to execute the Agreement through electronic means and there are no restrictions for doing so in that Party’s constitutive documents.

Representations of Each Party. ‌ Each Party represents and warrants to each other Party at the times set out in Clause 16.4 11.5 (Times when representations made) by reference to the facts and circumstances then existing on that date: (a) it is duly incorporated (if a corporate person) or duly established (in any other case) and validly existing under the law of its jurisdiction of incorporation or formation; (b) it has the power to own its assets and carry on its business as it is being, and is proposed to be, conducted; (c) the obligations expressed to be assumed by it in this Agreement are legal, valid, binding and enforceable on it, subject to any applicable Legal Reservations; (d) as far as it is aware, the entry into and performance by it of, and the transactions contemplated by, this Agreement do not and will not conflict with any law or regulation applicable to it or its constitutional documents; (e) it, and, if applicable, the duly authorised attorney acting on its behalf, has the power, authority and legal capacity to enter into, perform and deliver, and has taken all necessary action to authorise its entry into, performance and delivery of this Agreement and (subject to the fulfilment of the conditions to the implementation and consummation of the Restructuring specified in the Restructuring Term Sheet or any other Restructuring Documentand the Steps Plan) the transactions contemplated by this Agreement; and (f) it has the corporate capacity and authority to execute the Agreement through electronic means and there are no restrictions for doing so in that Party’s constitutive documents.