Common use of Operator’s Representations and Warranties Clause in Contracts

Operator’s Representations and Warranties. 8.2.1 The Operator represents and warrants to the Authority that: a) it is duly organized, validly existing and of good standing under the laws of India; b) it has the financial standing and capacity to meet Operator Obligations as set out in the Agreement; c) this Agreement constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, and its obligations under this Agreement will be legally valid, binding and enforceable obligations against it in accordance with the terms hereof; d) it is subject to the laws of India, and hereby expressly and irrevocably waives any immunity in any jurisdiction in respect of this Agreement or matters arising thereunder including any obligation, liability or responsibility hereunder; e) the information furnished in the Bid of the Selected Bidder, and as updated on or before the date of this Agreement is true and accurate in all respects as on the Effective Date; f) the execution, delivery and performance of this Agreement will not conflict with, result in the breach of, constitute a default under any of the terms of its memorandum and articles of association/charter documents or any Applicable Laws or Applicable Permits or any covenant, contract, agreement, arrangement, understanding, decree or order to which it is a party or by which it or any of its properties or assets is bound or affected; g) it has no knowledge of any violation or default with respect to any order, writ, injunction or decree of any court or any legally binding order of the GoI or the GoHP which may result in any Material Adverse Effect on its ability to perform its obligations under this Agreement and no fact or circumstance exists which may give rise to such proceedings that would adversely affect the performance of its obligations under this Agreement; h) it has complied with all Applicable Laws and Applicable Permits in all material respects and has not been subject to any fines, penalties, injunctive relief or any other civil or criminal liabilities, which in the aggregate have or may have a Material Adverse Effect on its ability to perform its obligations under this Agreement; i) none of its employees, consultants, service providers, suppliers, or Subcontractors, including any O&M contractor, as of this day, have been engaged in any corrupt, fraudulent, collusive, coercive or obstructive practice, and j) no representation or warranty by it contained in this Agreement or in any other document furnished by it to the Authority, GOI or GoHP in relation to Applicable Permits contains any untrue or misleading statement of material fact or omits to state a material fact necessary to make such representation or warranty.

Operator’s Representations and Warranties. 8.2.1 The Operator represents and warrants 12.1.1. Without prejudice to the Authority other representations, warranties and conditions expressed elsewhere in this Agreement, or otherwise mandatorily implied by law, the Operator represents, warrants and undertakes to the Employer that: (a) it is a company, duly organized, incorporated and validly existing and of good standing under the laws of Indiathe Pakistan; (b) it has full power and authority to enter into this Agreement and to carry out and perform the financial standing Services and capacity to meet Operator Obligations as set out in the Agreement; c) that this Agreement constitutes its a legal, valid and binding obligation, obligation enforceable against it in accordance with its terms, and its obligations under this Agreement will be legally valid, binding and enforceable obligations against it in accordance with the terms hereof; (c) it has submitted certified true copies of all resolutions of the board of directors / governing body of the Operator authorizing execution, delivery of this Agreement and the performance of the Services under this Agreement; (d) it is subject has submitted Performance Security and the Corporate Guarantee in accordance with this Agreement, prior to the laws of India, and hereby expressly and irrevocably waives any immunity in any jurisdiction in respect of this Agreement or matters arising thereunder including any obligation, liability or responsibility hereunder; e) the information furnished in the Bid of the Selected Bidder, and as updated on or before the date of this Agreement is true and accurate in all respects as on the Effective Date; (e) all information, statements, plans, documents and reports furnished or submitted by the Operator to the Employer in connection with this Agreement are in all material respects true and correct; (f) the execution, delivery entry into and performance by the Operator of this Agreement does not and will not conflict with, result in the breach of, constitute a default under any of the terms of its memorandum and articles of association/charter documents or any Applicable Laws or Applicable Permits association or any covenant, contract, agreement, arrangement, understandingdecree, decree understanding or order to any other document which it is a party or by which binding upon it or any of its properties or assets is bound or affected; g) it has no knowledge of any violation or default with respect to any order, writ, injunction or decree of any court or any legally binding order the extent that such conflict would be reasonably likely to have a material adverse effect on the ability of the GoI or the GoHP which may result in any Material Adverse Effect on its ability Operator to perform its obligations under this Agreement and no fact or circumstance exists which may give rise to such proceedings that would adversely affect the performance of its obligations under this Agreement; h(g) no action, litigation, arbitration or administrative proceedings has been commenced, or, to the best of its information, knowledge and belief following the making of all reasonable inquiry, is pending or threatened against the Operator and nor is there subsisting any unsatisfied judgment decree or award given against it has complied with all Applicable Laws by any court, arbitrator or other body which will materially and Applicable Permits in all material respects and has not been subject to any fines, penalties, injunctive relief adversely affect or any other civil or criminal liabilities, which in impede the aggregate have or may have a Material Adverse Effect on its Operator’s ability to perform its obligations under this Agreement; (h) the Operator: (i) none carried out an initial assessment of its employees, consultants, service providers, suppliers, or Subcontractors, including any O&M contractor, as the quality and availability of this day, have been engaged all items included in any corrupt, fraudulent, collusive, coercive or obstructive practice, the Inventory List and has familiarized itself with the Facilities; (ii) has reviewed the requirements for execution of the Services; and j) no representation or warranty by it contained in this Agreement or in any other document furnished by it to the Authority, GOI or GoHP in relation to Applicable Permits contains any untrue or misleading statement of material fact or omits to state a material fact necessary to make such representation or warranty.