Common use of Representations and Warranties by the Issuer Clause in Contracts

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (a) it is a public company duly incorporated with limited liability in Thailand and validly existing under the laws of Thailand with full power and authority to own its property and conduct its business; (b) the issue, the offering and the execution of the Bonds and the issue, entry into or delivery by the Issuer of each of the Transaction Documents to which it is a party and the performance of the obligations expressed to be assumed by it thereunder have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable laws and are still in full force and effect; (c) the Bonds and each of the Transaction Documents to which it is a party, when executed and delivered as contemplated therein, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) no event has occurred or circumstance arisen which, had the Bonds already been issued, would constitute an Event of Default under the Conditions; (e) all consents, approvals, authorisations or other orders of all regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, so far as the Issuer is aware of, any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a party, or which are otherwise material in the context of the offering of the Bonds; and (g) it is not under liquidation or bankruptcy proceedings and has not taken any corporate action, nor, to the best of the Issuer's knowledge, has any other action been taken or legal proceedings commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisation, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (a) it the Issuer is a public company duly incorporated with limited liability in Thailand Lao PDR and validly existing under the laws of Thailand Lao PDR with full power and authority to own its property and property, conduct its businessbusiness and execute and perform its duties and obligations hereunder; (b) the issue, the offering and the offering of the Bonds, the execution of the Bonds, the authentication of the Bonds (where appropriate) and the issue, the entry into or the delivery by the Issuer of each of the Transaction Documents to which it is a party Document and the performance of the obligations expressed to be assumed thereunder by it thereunder the Issuer have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable the laws of Lao PDR and are still Thailand (if any) and do not and will not conflict with, or result in full force a breach of, any of its memorandum of association, articles of association or other constitutional documents and effectany laws by which it is bound; (c) the Bonds and each of the Transaction Documents Document to which it the Issuer is a party, when executed executed, authenticated (where appropriate) and delivered as contemplated thereinherein contemplated, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) there exists no Event of Default and no event has occurred or circumstance arisen which, had the Bonds already been issued, would that may constitute an Event of Default under the Conditions;Conditions and the Issuer is not in breach or default under any Transaction Document; and (e) all consents, approvals, authorisations or other orders of all governmental and/or regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party and the due performance by the Issuer of its obligations under such documents, the issue and offering by the Issuer of the Bonds and the due performance by the Issuer of its obligations thereunder have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, so far as the Issuer is aware of, any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a party, or which are otherwise material in the context of the offering of the Bonds; and (g) it is not under liquidation or bankruptcy proceedings and has not taken any corporate action, nor, to the best of the Issuer's knowledge, has any other action been taken or legal proceedings commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisation, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (a) it the Issuer is a public company duly incorporated with limited liability in Thailand and validly existing under the laws of Thailand with full power and authority to own its property and conduct its business; (b) the issue, the offering and the execution of the Bonds and the issue, entry into or delivery by the Issuer of each of the Transaction Documents to which it is a party and the performance of the obligations expressed to be assumed by it thereunder have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable the laws of Thailand and are still in full force and effect; (c) the Bonds and each of the Transaction Documents to which it is a partyDocuments, when executed and delivered as contemplated thereinherein contemplated, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) no event has occurred or circumstance arisen which, had the Bonds already been issued, would constitute an Event of Default under the Conditions; (e) all consents, approvals, authorisations authorizations or other orders of all regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, nor so far as the Issuer is aware of, of any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a partyDocuments, or which are otherwise material in the context of the offering of the Bonds; and (g) it is not under liquidation or bankruptcy proceedings proceeding and has not taken any corporate action, nor, to the best of the Issuer's ’s knowledge, has any other action been taken or legal proceedings proceedings, commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisationreorganization, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (a) it the Issuer is a public company duly incorporated with limited liability in Thailand and validly existing under ministry responsible for the laws finance sector of Thailand administration of the Government of Lao PDR with full power and authority to own conduct financial activities on behalf of the Government of Lao PDR and to execute and perform its property duties and conduct its businessobligations under the Transaction Documents; (b) the issuecreation of the Bonds, the offering and of the Bonds, the execution of the Bonds, the authentication of the Bonds (where appropriate) and the issue, the entry into or the delivery by the Issuer of each of the Transaction Documents to which it is a party Document and the performance of the obligations expressed to be assumed thereunder by it thereunder the Issuer have been duly authorised by all necessary corporate action required by the laws of Lao PDR and of Thailand and do not and will not conflict with, or other actions result in a breach of, any of the Issuer as required by terms or provisions of the Decree of the Prime Minister Office of Lao PDR on Organization Structure and Activities of Ministry of Finance No. 600/PM, dated 14 October 2021 or any existing law applicable laws and are still in full force and effectto the Issuer; (c) the Bonds and each of the Transaction Documents Document to which it the Issuer is a party, when executed executed, authenticated (where appropriate) and delivered as contemplated thereinherein contemplated, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) there exists no Event of Default and no event has occurred or circumstance arisen which, had the Bonds already been issued, would that may constitute an Event of Default under the Conditions;Conditions and the Issuer is not in breach or default under any Transaction Document; and (e) all consents, approvals, authorisations or other orders of all regulatory authorities (including, but not limited to, the Ministry of Finance of Thailand and the Office of the SEC) required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party and the due performance by the Issuer of its obligations under such documents, the issue and offering by the Issuer of the Bonds and the due performance by the Issuer of its obligations thereunder have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, so far as the Issuer is aware of, any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a party, or which are otherwise material in the context of the offering of the Bonds; and (g) it is not under liquidation or bankruptcy proceedings and has not taken any corporate action, nor, to the best of the Issuer's knowledge, has any other action been taken or legal proceedings commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisation, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (ai) it is a public private company duly incorporated with limited liability in Thailand and validly existing under the laws of Thailand with full power and authority to own its property and conduct its business; (bii) the issue, the offering and the execution of the Bonds and the issue, entry into or delivery by the Issuer of each of the Transaction Documents to which it is a party and the performance of the obligations expressed to be assumed by it thereunder have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable laws and are still in full force and effect; (ciii) the Bonds and each of the Transaction Documents to which it is a party, when executed and delivered as contemplated therein, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (div) no event has occurred or circumstance arisen which, had the Bonds already been issued, would constitute an Event of Default under the Conditions; (ev) all consents, approvals, authorisations authorizations or other orders of all regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party have been duly obtained and are in full force and effect; (fvi) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, so far as the Issuer is aware of, any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a party, or which are otherwise material in the context of the offering of the Bonds; and (gvii) it is not under liquidation or bankruptcy proceedings and has not taken any corporate action, nor, to the best of the Issuer's knowledge, nor has any other action been taken or legal proceedings commenced or threatened against it, for its winding-up, rehabilitation, bankruptcy, rehabilitation, dissolution, reorganisation, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (a) it the Issuer is a public company duly incorporated with limited liability in Thailand Lao PDR and validly existing under the laws of Thailand Lao PDR with full power and authority to own its property and property, conduct its businessbusiness and execute and perform its duties and obligations hereunder; (b) the issue, issue and the offering and of the Bonds, the execution of the Bonds, the authentication of the Bonds (where appropriate) and the issue, the entry into or and the delivery by the Issuer of each of the Transaction Documents to which it is a party Document and the performance of the obligations expressed to be assumed thereunder by it thereunder the Issuer have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable the laws of Lao PDR and are still Thailand and do not and will not conflict with, or result in full force a breach of, any of its memorandum of association, articles of association or other constitutional documents and effectany laws by which it is bound; (c) the Bonds and each of the Transaction Documents Document to which it the Issuer is a party, when executed executed, authenticated (where appropriate) and delivered as contemplated thereinherein contemplated, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) there exists no Event of Default and no event has occurred or circumstance arisen which, had the Bonds already been issued, would that may constitute an Event of Default under the Conditions;Conditions and the Issuer is not in breach or default under any Transaction Document; and (e) all consents, approvals, authorisations or other orders of all governmental and/or regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party and the due performance by the Issuer of its obligations under such documents, the issue and offering by the Issuer of the Bonds and the due performance by the Issuer of its obligations thereunder have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, so far as the Issuer is aware of, any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a party, or which are otherwise material in the context of the offering of the Bonds; and (g) it is not under liquidation or bankruptcy proceedings and has not taken any corporate action, nor, to the best of the Issuer's knowledge, has any other action been taken or legal proceedings commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisation, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the BondholdersDebentureholders’ Representative that as at the date hereof and as of the Issue Date: (a) it is a public an exempted company duly incorporated with limited liability in Thailand under the laws of the Cayman Islands and validly existing under the laws of Thailand the Cayman Islands with full power and authority to own its property and conduct its business; (b) the issue, the offering and the execution of the Bonds Debentures and the issue, entry into or delivery by the Issuer of each of the Transaction Documents to which it is a party and the performance of the obligations expressed to be assumed by it thereunder have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable laws and are still in full force and effect; (c) the Bonds Debentures and each of the Transaction Documents to which it is a party, when executed and delivered as contemplated therein, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) no event has occurred or circumstance arisen which, had the Bonds Debentures already been issued, would constitute an Event of Default under the Conditions; (e) all consents, approvals, authorisations authorizations or other orders of all regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the BondsDebentures, the Issuer is not involved in any litigation, arbitration or other proceedings nor, so far as the Issuer is aware of, any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds Debentures or the Transaction Documents to which it is a party, or which are otherwise material in the context of the offering of the BondsDebentures; and (g) it is not under liquidation or bankruptcy proceedings and has not taken any corporate action, nor, to the best of the Issuer's knowledge, has any other action been taken or legal proceedings commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisation, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.

Representations and Warranties by the Issuer. The Issuer represents and warrants to the Bondholders’ Representative that as at the date hereof and as of the Issue Date: (a) it the Issuer is a public company duly incorporated with limited liability in Thailand and validly existing under the laws of Thailand with full power and authority to own its property and conduct its business; (b) the issue, the offering and the execution of the Bonds and the issue, entry into or delivery by the Issuer of each of the Transaction Documents to which it is a party and the performance of the obligations expressed to be assumed by it thereunder have been duly authorised by all necessary corporate or other actions of the Issuer as required by applicable the laws of Thailand and are still in full force and effect; (c) the Bonds and each of the Transaction Documents to which it is a partyDocuments, when executed and delivered as contemplated thereinherein contemplated, will constitute legal, valid, binding and enforceable obligations of the Issuer, except to the extent that the enforcement thereof may be limited by provisions of applicable laws; (d) no event has occurred or circumstance arisen which, had the Bonds already been issued, would constitute an Event of Default under the Conditions; (e) all consents, approvals, authorisations authorizations or other orders of all regulatory authorities required for or in connection with the execution by the Issuer of the Transaction Documents to which it is a party have been duly obtained and are in full force and effect; (f) except as disclosed in the prospectus for the Bonds, the Issuer is not involved in any litigation, arbitration or other proceedings nor, nor so far as the Issuer is aware of, of any such litigation, arbitration or other proceeding pending or threatened which, if determined adversely to the Issuer, would individually or in aggregate have a material adverse effect on the condition (financial or other), prospects, results of operations, operations general affairs of the Issuer or on the ability of the Issuer to perform its obligations under the Bonds or the Transaction Documents to which it is a partyDocuments, or which are otherwise material in the context of the offering of the Bonds; and (g) it is not under liquidation or bankruptcy proceedings proceeding and has not taken any corporate action, nor, to the best of the Issuer's ’s knowledge, has any other action been taken or legal proceedings proceedings, commenced or threatened against it, for its winding-up, bankruptcy, rehabilitation, dissolution, reorganisationreorganization, composition or for the appointment of a receiver, liquidator, trustee, examiner or similar officer of it or of all or any of its material assets or revenues.