Common use of Representations and Warranties of Applicant Clause in Contracts

Representations and Warranties of Applicant. Applicant represents and warrants that:- (a) it is validly existing under the laws of the jurisdiction in which it is organised, (b) its execution, delivery and performance of this Agreement are within its powers, have been duly authorised, do not contravene any contract binding on or affecting it or any of its properties, do not violate any applicable law or regulation, and (except for any notice, filing or other action to or by any governmental authority disclosed to Citibank in writing on or prior to the date of the Application) do not require any notice, filing or other action to or by any governmental authority, (c) this Agreement represents its legal, valid and binding obligations and enforceable in accordance with its terms; (d) none of Applicant nor any of its parents or subsidiaries, or any of their respective, directors, officers or employees, or, to the knowledge of Applicant, after due and careful inquiry, any of their respective agents, Affiliates or representatives:- (i) is a Sanctioned Person or conducts any business, activities or transactions of, with or involving a Sanctioned Person or a Sanctioned Jurisdiction; (ii) will, directly or indirectly, use any part of any proceeds under this Agreement or lend, contribute or otherwise make available such proceeds: (a) to fund or facilitate any activities or business of or with any person that at the time of such funding or facilitation, is a Sanctioned Person, (b) to fund or facilitate any activities or business of or in any Sanctioned Jurisdiction, (c) in any manner that would result in a violation by any person of Sanctions, or (d) in violation of applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (iii) will otherwise perform this Agreement, or any activities, transactions or services contemplated by this Agreement in any manner that would result in a violation by any person of Sanctions or in violation of any applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (e) Applicant and its parents and subsidiaries are conducting and will continue to conduct their respective operations and business (including its performance under this Agreement and any activities, transactions or services contemplated by this Agreement) in compliance with Anti-Money Laundering Laws and Anti-Corruption Laws; (f) no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving Applicant or any of its parents or subsidiaries with respect to Anti-Money Laundering Laws or Anti- Corruption Laws is pending or, to the knowledge of Applicant, threatened. Each request by Applicant to accept and/or discount a draft shall be its representation and warranty that the statements in this Clause are true and correct as if made on the date of such request.

Representations and Warranties of Applicant. Applicant represents and warrants that:- (a) it is validly existing under the laws of the jurisdiction in which it is organised, (b) its execution, delivery and performance of this Agreement are within its powers, have been duly authorised, do not contravene any contract binding on or affecting it or any of its properties, do not violate any applicable law or regulation, and (except for any notice, filing or other action to or by any governmental authority disclosed to Citibank in writing on or prior to the date of the Application) do not require any notice, filing or other action to or by any governmental authority, (c) this Agreement represents its legal, valid and binding obligations and enforceable in accordance with its terms; (d) none of Applicant nor any of its parents or subsidiaries, or any of their respective, respective directors, officers or employees, or, to the knowledge of Applicant, after due and careful inquiry, any of their respective agents, Affiliates or representatives:- (i) is a Sanctioned Person or conducts any business, activities or transactions of, with or involving a Sanctioned Person or a Sanctioned Jurisdiction; (ii) will, directly or indirectly, use any part of any proceeds under this Agreement or lend, contribute or otherwise make available such proceeds: (a) to fund or facilitate any activities or business of or with any person that at the time of such funding or facilitation, is a Sanctioned Person, (b) to fund or facilitate any activities or business of or in any Sanctioned Jurisdiction, (c) in any manner that would result in a violation by any person of Sanctions, or (d) in violation of applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (iii) will otherwise perform this Agreement, or any activities, transactions or services contemplated by this Agreement in any manner that would result in a violation by any person of Sanctions or in violation of any applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (e) Applicant and its parents and subsidiaries are conducting and will continue to conduct their respective operations and business (including its performance under this Agreement and any activities, transactions or services contemplated by this Agreement) in compliance with Anti-Money Laundering Laws and Anti-Corruption Laws; (f) no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving Applicant or any of its parents or subsidiaries with respect to Anti-Money Laundering Laws or Anti- Corruption Laws is pending or, to the knowledge of Applicant, threatened. Each request by Applicant to accept and/or discount for a draft Credit shall be its representation and warranty that the statements in this Clause are true and correct as if made on the date of such request.

Representations and Warranties of Applicant. Applicant represents and warrants that:- (a) it is validly existing under the laws of the jurisdiction in which it is organised, (b) its execution, delivery and performance of this Agreement are within its powers, have been duly authorised, do not contravene any contract binding on or affecting it or any of its properties, do not violate any applicable law or regulation, and (except for any notice, filing or other action to or by any governmental authority disclosed to Citibank in writing on or prior to the date of the Application) do not require any notice, filing or other action to or by any governmental authority, (c) this Agreement represents its legal, valid and binding obligations and enforceable in accordance with its terms; (d) none of Applicant nor any of its parents or subsidiaries, or any of their respective, respective directors, officers or employees, or, to the knowledge of Applicant, after due and careful inquiry, any of their respective agents, Affiliates or representatives:- (i) is a Sanctioned Person or conducts any business, activities or transactions of, with or involving a Sanctioned Person or a Sanctioned Jurisdiction; (ii) will, directly or indirectly, use any part of any proceeds under this Agreement or lend, contribute or otherwise make available such proceeds: (a) to fund or facilitate any activities or business of or with any person that at the time of such funding or facilitation, is a Sanctioned Person, (b) to fund or facilitate any activities or business of or in any Sanctioned Jurisdiction, (c) in any manner that would result in a violation by any person of Sanctions, or (d) in violation of applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (iii) will otherwise perform this Agreement, or any activities, transactions or services contemplated by this Agreement in any manner that would result in a violation by any person of Sanctions or in violation of any applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (e) Applicant and its parents and subsidiaries are conducting and will continue to conduct their respective operations and business (including its performance under this Agreement and any activities, transactions or services contemplated by this Agreement) in compliance with Anti-Money Laundering Laws and Anti-Corruption Laws; (f) no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving Applicant or any of its parents or subsidiaries with respect to Anti-Money Laundering Laws or Anti- Corruption Laws is pending or, to the knowledge of Applicant, threatened. Applicant acknowledges that (a) in certain circumstances issuance of financial guarantees (as defined under the Foreign Exchange Administration Rules (“FEA rules”)) issued by Bank Negara Malaysia exceeding the threshold amounts set by Bank Negara Malaysia require approval from, or registration with, Bank Negara Malaysia; and (b) these circumstances are currently set out in the FEA rules which is available at Bank Negara Malaysia’s official portal (xxxx://xxx.xxx.xxx.xx). Applicant further represents and warrants that where such approval or registration is required, Applicant will comply with the requirements under the FEA rules and take the necessary steps so that where applicable: (a) such approval will be obtained before the financial guarantee is issued by Citibank; or (b) such registration is completed within the time set out by Bank Negara Malaysia. Applicant will also provide a certified true copy of the document(s) evidencing compliance with these requirements on request by Citibank. The FEA rules currently define “financial guarantee” to mean a guarantee or any form of undertaking to secure the repayment of a debt or liability. Each request by Applicant to accept and/or discount for a draft Credit shall be its representation and warranty that the statements in this Clause are true and correct as if made on the date of such request.

Representations and Warranties of Applicant. Applicant represents and warrants that:- (a) it is validly existing under the laws of the jurisdiction in which it is organised, (b) its execution, delivery and performance of this Agreement are within its powers, have been duly authorised, do not contravene any contract binding on or affecting it or any of its properties, do not violate any applicable law or regulation, and (except for any notice, filing or other action to or by any governmental authority disclosed to Citibank in writing on or prior to the date of the Application) do not require any notice, filing or other action to or by any governmental authority, (c) this Agreement represents its legal, valid and binding obligations and enforceable in accordance with its terms; (d) none of Applicant nor any of its parents or subsidiaries, or any of their respective, respective directors, officers or employees, or, to the knowledge of Applicant, after due and careful inquiry, any of their respective agents, Affiliates or representatives:- (i) is a Sanctioned Person or conducts any business, activities or transactions of, with or involving a Sanctioned Person or a Sanctioned Jurisdiction; (ii) will, directly or indirectly, use any part of any proceeds under this Agreement or lend, contribute or otherwise make available such proceeds: (a) to fund or facilitate any activities or business of or with any person that at the time of such funding or facilitation, is a Sanctioned Person, (b) to fund or facilitate any activities or business of or in any Sanctioned Jurisdiction, (c) in any manner that would result in a violation by any person of Sanctions, or (d) in violation of applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (iii) will otherwise perform this Agreement, or any activities, transactions or services contemplated by this Agreement in any manner that would result in a violation by any person of Sanctions or in violation of any applicable law or regulation (including including, without limitation, Anti-Corruption Laws and Anti-Money Laundering Laws); (e) Applicant and its parents and subsidiaries are conducting and will continue to conduct their respective operations and business (including its performance under this Agreement and any activities, transactions or services contemplated by this Agreement) in compliance with Anti-Money Laundering Laws and Anti-Corruption Laws; (f) no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving Applicant or any of its parents or subsidiaries with respect to Anti-Money Laundering Laws or Anti- Corruption Laws is pending or, to the knowledge of Applicant, threatened. Each request by Applicant to accept handle any draft and/or discount a draft document shall be its representation and warranty that the statements in this Clause are true and correct as if made on the date of such request.

Representations and Warranties of Applicant. 19.1 Applicant represents and warrants that:- (a) it is validly existing under the laws of the jurisdiction in which it is organised,organised or incorporated; (b) its execution, delivery and performance of this Agreement are within its powers, have been duly authorised, do not contravene any contract binding on or affecting it or any of its propertiesassets, do not violate any applicable law or regulation, and (except for any notice, filing or other action to or by any governmental authority disclosed to Citibank in writing on or prior to the date of the Application) do not require any notice, filing or other action to or by any governmental authority, (c) this Agreement represents its legal, valid and binding obligations and enforceable in accordance with its terms; (d) none of Applicant neither Applicant, Applicant’s parents and subsidiaries, nor any of its parents or subsidiaries, or any of their respective, respective directors, officers or employees, or, to the knowledge of Applicant’s knowledge, after due and careful inquiry, nor any of their respective agentsAffiliates, Affiliates agents or representatives:- (i) is a Sanctioned Person or conducts any business, activities or transactions of, with or involving a Sanctioned Person or a Sanctioned Jurisdiction; (ii) will, directly or indirectly, use any part of any proceeds under this Agreement or lend, contribute or otherwise make available such proceeds: proceeds:- (a) to fund or facilitate any activities or business of or with any person that at the time of such funding or facilitation, is a Sanctioned Person, ; (b) to fund or facilitate any activities or business of or in any Sanctioned Jurisdiction, ; (c) in any manner that would result in a violation by any person of Sanctions, or ; or (d) in violation of applicable law or regulation (including Anti-Corruption Laws and Anti-Money Laundering Laws); (iii) will otherwise perform this Agreement, or any activities, transactions or services contemplated by this Agreement in any manner that would result in a violation by any person of Sanctions or in violation of any applicable law or regulation (including including, without limitation, Anti-Corruption Laws and Anti-Money Laundering Laws); (e) Applicant and its parents and subsidiaries are conducting and will continue to conduct their respective operations and business (including its performance of its obligations under this Agreement and any activities, transactions or services contemplated by this Agreement) in compliance with Anti-Money Laundering Laws and Anti-Corruption Laws; (f) no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving Applicant or any of its parents or subsidiaries with respect to Anti-Money Laundering Laws or Anti- Corruption Laws is pending or, to the knowledge of Applicant, threatened; (g) none of the execution, delivery or performance of this Agreement, or any activities, transactions, services, or any collateral or security interest contemplated by this Agreement, would result in a violation by any person of any Sanctions or be in violation of any applicable law (including Anti-Corruption Laws and Anti-Money Laundering Laws) or regulation. Each request by Applicant to accept handle any draft and/or discount a draft shall be its document will constitute Applicant’s representation and warranty that the statements in this Clause are true and correct as if made on the date of such request.