Common use of Lending Body representations and warranties Clause in Contracts

Lending Body representations and warranties. The Lending Body represents and warrants that: (a) (incorporation and existence): it has been incorporated in accordance with the laws of its place of incorporation, is validly existing under those laws and has power and authority to carry on its business as it is now being conducted; and (b) (power): it has power to enter into the Transaction Documents to which it is a party and comply with its obligations under them; and (c) (no contravention or exceeding power): the Transaction Documents to which it is a party and the transactions under them which involve it do not contravene its constituent documents (if any) or any law or obligation by which it is bound or to which any of its assets are subject, or cause a limitation on its powers or the powers of its directors to be exceeded; and (d) (authorisations): it has in full force and effect the authorisations necessary for it to enter into the Transaction Documents to which it is a party, to comply with its obligations and exercise its rights under them and to allow them to be enforced; and (e) (validity of obligations): its obligations under the Transaction Documents to which it is a party are valid and binding and are enforceable against it in accordance with their terms, subject to any equitable principles and laws generally affecting creditors’ rights (including laws relating to bankruptcy, insolvency, liquidation, receivership, administration, reorganisation, reconstruction, fraudulent transfer or moratoria); and (f) (arm’s length terms): it enters into the Transaction Documents to which it is a party in good faith and on terms that are reasonable in the circumstances, reflect market costs for the financial accommodation to be provided by the Lending Body to the Owner and are at arm’s length to each other party to any Transaction Document; and (g) (credit assessment): (i) it has prepared, or procured the preparation of, a credit assessment of the Owner for the purposes of the credit approval processes of the Lending Body; and (ii) the credit assessment referred to in section 1.2(g)(i) above demonstrates that the Owner will be able to comply with its obligations under this agreement; and (h) (Funding Limit): it has provided or will provide financial accommodation equal to the Funding Limit on the terms set out in Annexure G.