Common use of GENERAL REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS Clause in Contracts

GENERAL REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS. 7.1 The Issuer represents and warrants to each of the Consenting Bondholders as at the applicable Effective Date: 7.1.1 it is duly incorporated and validly existing under the law of its jurisdiction of incorporation; 7.1.2 it and, if applicable, the duly authorised attorney acting on its behalf, has all requisite power, authority and legal capacity to execute and deliver this Agreement and to carry out the transactions contemplated by, and perform its obligations under, this Agreement; 7.1.3 the execution, delivery and performance of this Agreement by it and, if applicable, the duly authorised attorney acting on its behalf, do not and shall not require any registration, filing, consent, approval, notice or other action to, with or by, any governmental authority, court or regulatory body; 7.1.4 all consents, authorisations, exemptions, approvals, filings, licences and registrations required for the performance of this Agreement by it and, if applicable, the duly authorised attorney acting on its behalf, are in full force and effect; 7.1.5 the obligations expressed to be assumed by it and, if applicable, the duly authorised attorney acting on its behalf, in this Agreement are legal, valid, binding and enforceable, except to the extent that enforcement may be limited by bankruptcy, insolvency, reorganisation, moratorium or other similar laws relating to or limiting creditor's rights generally; 7.1.6 the entry into and performance by it and, if applicable, the duly authorised attorney acting on its behalf, 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 or any agreement or instrument binding on it or any of its assets; 7.1.7 neither it nor any of its Subsidiaries, nor any of their respective officers or directors is, or is acting for, on behalf of or at the direction a Sanctioned Person; and 7.1.8 it has not, since the occurrence of the Delisting Event on March 8, 2022, purchased any Bonds pursuant to Condition 7(f) of the Conditions or otherwise. 7.2 The representations and warranties in Clause 7.1 are made by the Issuer on the date of this Agreement.

GENERAL REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS. 7.1 The Issuer represents Vendor hereby represents, warrants and warrants undertakes to each and with the Purchaser in the terms of the Consenting Bondholders Warranties. 7.2 The Warranties set out in each paragraph of Schedule 2 shall be deemed to be repeated as at Completion as if all references therein to the applicable Effective Date:date of this Agreement were references to the date of Completion. 7.1.1 it is duly incorporated 7.3 If, prior to Completion, any of the Warranties are found to be untrue, misleading or incorrect or have not been fully carried out in any respect the Purchaser shall not be bound to complete the purchase of the Sale Shares and validly existing under the law of its jurisdiction of incorporation; 7.1.2 it and, if applicable, the duly authorised attorney acting Purchaser may by notice rescind this Agreement without liability on its behalf, part. The right conferred upon the Purchaser by this Clause is in addition to and without prejudice to any other rights and remedies available to the Purchaser. 7.4 The Purchaser has the full legal right and power and all requisite power, authority and legal capacity approval required to enter into, execute and deliver this Agreement and to carry out perform fully the transactions contemplated by, Purchaser’s obligations hereunder. This Agreement when duly executed and perform its obligations under, this Agreement;delivered by the Purchaser will constitute the valid and binding obligation of the Purchaser. 7.1.3 7.5 The rights and remedies of the execution, delivery and performance Purchaser in respect of this Agreement by it and, if applicable, breach of the duly authorised attorney acting on its behalf, do not and Warranties shall not require be affected by any registration, filing, consent, approval, notice due diligence review or other action to, with investigation made by or by, any governmental authority, court or regulatory body;on behalf of the Purchaser into the affairs of the Company. 7.1.4 all consents, authorisations, exemptions, approvals, filings, licences and registrations required for the performance of this Agreement by it and, if applicable, the duly authorised attorney acting on its behalf, are in full force and effect; 7.1.5 the obligations expressed to be assumed by it and, if applicable, the duly authorised attorney acting on its behalf7.6 The Vendor undertakes, in this Agreement are legalrelation to any Warranty which refers to its knowledge, validinformation and belief, binding that it has made all reasonable enquiry into the subject matter of that Warranty and enforceablethat it does not have the knowledge, except information or belief that the subject matter of that Warranty may not be current, complete or accurate. 7.7 The Vendor shall not be liable for any breach of the Warranties to the extent that enforcement may be limited by bankruptcy, insolvency, reorganisation, moratorium or other similar laws relating to or limiting creditor's rights generally; 7.1.6 it arises as a result of legislation which comes into force after the entry into Completion Date and performance by it and, if applicable, the duly authorised attorney acting on its behalf, 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 or any agreement or instrument binding on it or any of its assets; 7.1.7 neither it nor any of its Subsidiaries, nor any of their respective officers or directors is, or which is acting for, on behalf of or at the direction a Sanctioned Person; and 7.1.8 it has not, since the occurrence of the Delisting Event on March 8, 2022, purchased any Bonds pursuant to Condition 7(f) of the Conditions or otherwiseretrospective in effect. 7.2 The representations and warranties in Clause 7.1 are made by the Issuer on the date of this Agreement.

GENERAL REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS. 7.1 The ‌ 10.1 Each of FESCO, the Issuer and the Repurchased Notes Noteholder represents and warrants to each of the Consenting Bondholders Noteholders as at the applicable Effective Date:Date:‌ 7.1.1 10.1.1 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 incorporationincorporation or formation; 7.1.2 10.1.2 it and, if applicable, the duly authorised attorney acting on its behalf, has all requisite power, authority and legal capacity to execute and deliver this Agreement and to carry out the transactions contemplated by, and perform its obligations under, this Agreement; 7.1.3 10.1.3 the execution, delivery and performance of this Agreement by it and, if applicable, the duly authorised attorney acting on its behalf, behalf do not and shall not require any registration, filing, consent, approval, notice or other action to, with or by, any governmental authority, court or regulatory body; 7.1.4 10.1.4 all consents, authorisations, exemptions, approvals, filings, licences and registrations required for the performance of this Agreement by it and, if applicable, the duly authorised attorney acting on its behalf, are in full force and effect; 7.1.5 10.1.5 the obligations expressed to be assumed by it and, if applicable, the duly authorised attorney acting on its behalf, in this Agreement are legal, valid, binding and enforceable, except to the extent that enforcement may be limited by bankruptcy, insolvency, reorganisation, moratorium or other similar laws relating to or limiting creditor's rights generally; 7.1.6 10.1.6 the entry into and performance by it and, if applicable, the duly authorised attorney acting on its behalf, 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 or any agreement or instrument binding on it or any of its assets; 7.1.7 neither it 10.1.7 no Events of Default are continuing under the Notes other than the Relevant Defaults; 10.1.8 no bilateral or syndicated lender has taken any Enforcement Action other than as disclosed in the Recitals; 10.1.9 no member of the Group (nor any Affiliate of any Group Company) is the legal owner of, or has any beneficial interest in any Notes, or has acquired or disposed of any legal or beneficial interest in any Notes, in each case other than the Repurchased Notes and any Notes acquired by the Group pursuant to this Agreement, the FESCO Guarantee or in order to implement the Proposed Restructuring subject to the provisions of this Agreement and the FESCO Guarantee; 10.1.10 all information provided to the Ad Hoc Group and the AHG Advisers with respect to the Proposed Restructuring is true and accurate in all material respects; 10.1.11 to the best of its Subsidiariesknowledge: (i) no order has been made, nor petition presented or resolution passed for the winding up of any Group Company (or analogous process); or (ii) no liquidator, receiver, administrative receiver, administrator, compulsory manager or other similar officer has been appointed in respect of their respective officers any Group Company (which, in each case, has not been dismissed, discharged or directors is, or is acting for, on behalf of or at the direction a Sanctioned Personsuspended); and 7.1.8 it has not, since the occurrence 10.1.12 other than any proceedings initiated by any holders of the Delisting Event Rouble Bonds, no litigation, arbitration or administrative proceedings of or before any court, arbitral body or agency which, if adversely determined, would have a material adverse effect on March 8, 2022, purchased any Bonds pursuant to Condition 7(f) the ability of the Conditions Issuer or otherwiseFESCO to implement or perform the Proposed Restructuring. 7.2 10.2 The representations and warranties in Clause 7.1 10.1 are made by FESCO, the Issuer and the Repurchased Notes Noteholder on the date of this AgreementAgreement and, in each case, shall be deemed to be repeated on each date on which it signs a Restructuring Document by reference to the facts and circumstances then existing.

GENERAL REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS. 7.1 The Issuer represents Vendor hereby represents, warrants and warrants undertakes to each and with the Purchaser in the terms of the Consenting Bondholders Warranties. 7.2 The Warranties set out in each paragraph of Schedule 2 shall be deemed to be repeated as at Completion as if all references therein to the applicable Effective Date:date of this Agreement were references to the date of Completion. 7.1.1 it is duly incorporated 7.3 If, prior to Completion, any of the Warranties are found to be untrue, misleading or incorrect or have not been fully carried out in any respect the Purchaser shall not be bound to complete the purchase of the Sale Shares and validly existing under the law of its jurisdiction of incorporation; 7.1.2 it and, if applicable, the duly authorised attorney acting Purchaser may by notice rescind this Agreement without liability on its behalf, part. The right conferred upon the Purchaser by this Clause is in addition to and without prejudice to any other rights and remedies available to the Purchaser. 7.4 The Purchaser has the full legal right and power and all requisite power, authority and legal capacity approval required to enter into, execute and deliver this Agreement and to carry out perform fully the transactions contemplated by, Purchaser’s obligations hereunder. This Agreement when duly executed and perform its obligations under, this Agreement;delivered by the Purchaser will constitute the valid and binding obligation of the Purchaser. 7.1.3 7.5 The rights and remedies of the execution, delivery and performance Purchaser in respect of this Agreement by it and, if applicable, breach of the duly authorised attorney acting on its behalf, do not and Warranties shall not require be affected by any registration, filing, consent, approval, notice due diligence review or other action to, with investigation made by or by, any governmental authority, court or regulatory body;on behalf of the Purchaser into the affairs of the Company. 7.1.4 all consents, authorisations, exemptions, approvals, filings, licences and registrations required for the performance of this Agreement by it and, if applicable, the duly authorised attorney acting on its behalf, are in full force and effect; 7.1.5 the obligations expressed to be assumed by it and, if applicable, the duly authorised attorney acting on its behalf7.6 The Vendor undertakes, in this Agreement are legalrelation to any Warranty which refers to its knowledge, validinformation and belief, binding that it has made all reasonable enquiry into the subject matter of that Warranty and enforceablethat it does not have the knowledge, except information or belief that the subject matter of that Warranty may not be current, complete or accurate. 7.7 The Vendor shall not be liable for any breach of the Warranties to the extent it arises as a result of legislation which comes into force after the Completion Date and which is retrospective in effect. 7.8 The Vendor undertakes with the Purchaser that enforcement may be limited by bankruptcyexcept with the consent in writing of the Purchaser, insolvencyfor a period of 2 years after Completion the Vendor will not in the People’s Republic of China, reorganisation, moratorium or other similar laws relating to or limiting creditor's rights generally; 7.1.6 the entry into and performance by it and, if applicable, the duly authorised attorney acting either on its behalf, of, and the transactions contemplated by, this Agreement do not and will not conflict own account or in conjunction with any law or regulation applicable to it or its constitutional documents or any agreement or instrument binding on it or any of its assets; 7.1.7 neither it nor any of its Subsidiaries, nor any of their respective officers or directors is, or is acting for, on behalf of any person, firm or group, directly or indirectly carry on or otherwise be engaged in, concerned with or interested in (whether as shareholder, director, partner, agent or otherwise) any business carried on by the Company. 7.9 The Vendor undertakes that it will not at any time hereafter make use of or disclose or divulge to any third party any information relating to the direction a Sanctioned Person; and 7.1.8 it has not, since Company other than any information comes to the occurrence public domain through no default or breach of the Delisting Event on March 8, 2022, purchased any Bonds Vendor hereunder or disclosed or divulged pursuant to Condition 7(f) an order of the Conditions or otherwisea court of competent jurisdiction. 7.2 The representations and warranties in Clause 7.1 are made by the Issuer on the date of this Agreement.