BGS-RSCP Supplier’s Representations and Warranties. Each BGS-RSCP Supplier hereby represents, warrants and covenants to the Company as follows:
BGS-RSCP Supplier’s Representations and Warranties. Each BGS-RSCP Supplier hereby represents, warrants and covenants to the Company as follows:
a) such BGS-RSCP Supplier is a corporation, partnership, limited liability company or other legal entity, as set forth in Appendix A hereto, duly organized, validly existing and in good standing under the laws of the State of New Jersey or, if another jurisdiction, under the laws of such jurisdiction and, in such case, is duly registered and authorized to do business and is in good standing in the State of New Jersey;
b) such BGS-RSCP Supplier has all requisite power and authority to execute and deliver this Agreement and to carry on the business to be conducted by it under this Agreement and to enter into and perform its obligations hereunder, including satisfaction of all applicable FERC requirements;
c) the execution and delivery of this Agreement and the performance of such BGS-RSCP Supplier’s obligations hereunder have been duly authorized by all necessary action on the part of the BGS-RSCP Supplier and do not and will not conflict with, or constitute a breach of or default under, any of the terms, conditions, or provisions of the BGS-RSCP Supplier’s certificate of incorporation or bylaws or other constituent instruments or any indenture, mortgage, other evidence of indebtedness, or other agreement or instrument or any statute or rule, regulation, order, judgment, or decree of any judicial or administrative body to which the BGS-RSCP Supplier is a party or by which the BGS- RSCP Supplier or any of its properties is bound or subject;
d) all necessary and appropriate action that is required on the BGS-RSCP Supplier’s part to execute this Agreement has been completed;
e) this Agreement is the legal, valid and binding obligation of such BGS-RSCP Supplier, enforceable in accordance with its terms;
f) there are no actions at law, suits in equity, proceedings or claims pending or, to such BGS-RSCP Supplier’s knowledge, threatened against the BGS-RSCP Supplier before any federal, state, foreign or local court, tribunal or governmental agency or authority that might materially delay, prevent or hinder the BGS-RSCP Supplier’s performance of its obligations hereunder;
g) it has entered into this Agreement with a full understanding of the material terms and risks of the same, and it is capable of assuming those risks; h) the BGS-RSCP Supplier is in good standing as an LSE in PJM, is a signatory to all applicable PJM Agreements, and is in compliance with, and will continue ...
