Common use of Representations and Warranties of Operator Clause in Contracts

Representations and Warranties of Operator. Operator represents and warrants, as of the date hereof, as follows: A. It is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada, is duly qualified to do business in and is in good standing in the State of Nevada and shall be qualified to do business in the People's Republic of China within one hundred twenty (120) days after Notice of Proceed to the Commercial Operation Date, and in any other jurisdiction where it is required to be so qualified; B. It has taken all necessary action to authorize the execution, delivery and performance of its obligations under this Agreement, which action has not been superseded or modified, and this Agreement constitutes the legal, valid and binding obligation of Operator, enforceable in accordance with its terms; C. The execution, delivery and performance of this Agreement do not violate (i) its articles of incorporation or by-laws or any resolution of its Board of Directors or other committees charges with the governance of its affairs, (ii) any contract to which it or, to the best of its knowledge, any of its Affiliates is a party or (iii) any law, rule, regulation, order writ, judgment, injunction, decree or determination affecting Operator or any of its properties; D. It has not filed any petition for relief under the bankruptcy laws of the United States of America, or any other sovereign nation has not made nor is making an assignment for the benefit of creditors, initiated nor been the subject of any proceeding seeking to have a receiver or trustee appointed to liquidate or manage its affairs, and none of its properties is subject to the jurisdiction of any bankruptcy court of the United States of America or any receivership proceeding; E. No litigation is pending or, to its knowledge, threatened which seeks to restrain it from performing its obligations hereunder or the adverse outcome of which would materially affect its business or its ability to perform its obligations hereunder; F. No authorization or approval or other action by, and notice to or filing with, any government agency or regulatory body is required for the due execution, delivery and performance by Operator of this Agreement which have not been obtained; G. It or one of its Affiliates is experienced in the operation, maintenance and repair of electrical generating facilities, has complied with the provisions of all applicable laws, including, without limitation, environmental laws, respecting the operation of such facilities and has not been and is not currently subject to any judgment or settlement of any claim imposing significant liability on it for noncompliance with law or mismanagement in its operation of any electric power generating facility; and H. It is familiar with the terms of the Power Agreement and steam sales agreements if Operator is to operate the steam sales agreements which affect or relate to the operation of the Facilities.

Representations and Warranties of Operator. Operator represents and warrants, as of the date hereof, as follows: A. It (a) it is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada, Delaware and is duly qualified to do business in and is in good standing in the State of Nevada and shall be qualified to do business in the People's Republic of China within one hundred twenty (120) days after Notice of Proceed to the Commercial Operation Date, and in any other jurisdiction where it is required to be so qualifiedMaryland; B. It (b) it has taken all necessary action to authorize the execution, delivery and performance of its obligations under this Agreement, which action has not been superseded or modified, and this Agreement constitutes the legal, valid and binding obligation of Operator, enforceable in accordance with its terms; C. The (c) the execution, delivery and performance of this Agreement do not violate (i) its articles of incorporation or by-laws or any resolution of its Board of Directors or other committees charges charged with the governance of its affairs, (ii) any contract to which it or, to the best of its knowledge, any of its Affiliates is a party or (iii) any law, rule, regulation, order order, writ, judgment, injunction, decree or determination affecting Operator or any of its properties; D. It (d) it has not filed any petition for relief under the bankruptcy laws of the United States of America, or any other sovereign nation has not made nor is making an assignment for the benefit of creditors, initiated nor been the subject of any proceeding seeking to have a receiver or trustee appointed to liquidate or manage its affairs, and none of its properties is subject to the jurisdiction of any bankruptcy court of the United States of America or any receivership proceeding; E. No (e) no litigation is pending or, to its knowledge, threatened which seeks to restrain it from performing its obligations hereunder or the adverse outcome of which would materially affect its business or its ability to perform its obligations hereunder; F. No (f) no authorization or approval or other action by, and notice to or filing with, any government agency or regulatory body is required for the due execution, delivery and performance by Operator of this Agreement which have not been obtained; G. It (g) it or one of its Affiliates is experienced in the operation, maintenance and repair of electrical generating facilities, has complied with the provisions of all applicable laws, including, without limitation, environmental laws, respecting the operation of such facilities and has not been and is not currently subject to any judgment or settlement of any claim imposing significant liability on it for noncompliance with law or mismanagement in its operation of any electric power generating facility; and; H. It (h) it is familiar with the terms of the Power Agreement and steam customer sales agreements if Operator is to operate the steam sales agreements which that affect or relate to the operation of the FacilitiesFacility.

Representations and Warranties of Operator. Operator represents and warrants, as of the date hereof, as follows: A. It (a) it is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada, Utah and is duly qualified to do business in and is in good standing in the State of Nevada and shall be qualified to do business in the People's Republic of China within one hundred twenty Nevada. (120b) days after Notice of Proceed to the Commercial Operation Date, and in any other jurisdiction where it is required to be so qualified; B. It has taken all necessary action to authorize the execution, delivery and performance of its obligations under this Agreement, which action has not been superseded or modified, and this Agreement constitutes the legal, valid and binding obligation of Operator, enforceable in accordance with its terms; C. The (c) the execution, delivery and performance of this Agreement do not violate (i) its articles of incorporation or by-laws bylaws or any resolution of its Board of Directors or other committees charges committee charged with the governance of its affairs, (ii) any contract to which it or, to the best of its knowledge, or any of its Affiliates is a party or (iii) any law, rule, regulation, order order, writ, judgment, injunction, decree or determination affecting Operator or any of its properties; D. It (d) it is regularly paying its debts as they become due, has not filed any petition for relief under the bankruptcy laws of the United States of America, or any other sovereign nation has not made nor is making an assignment for the benefit of creditors, initiated nor been the subject of any proceeding seeking to have a receiver or trustee appointed to liquidate or manage its affairs, and none of its properties is subject to the jurisdiction of any bankruptcy court of the United States of America or any receivership proceeding; E. No (e) no litigation is pending or, to its knowledge, threatened which seeks to restrain it from performing its obligations hereunder or the adverse outcome of which would materially affect its business or its ability to perform its obligations hereunder; F. No (f) no authorization or approval or other action by, and no notice to or filing with, any government agency Government Authority or regulatory body is required for the due execution, delivery and performance by Operator of this Agreement which have not been obtained; G. It or one of its Affiliates (g) it is experienced in the operation, maintenance and repair operation of electrical geothermal generating facilities, has complied with the provisions of all applicable laws, including, without limitation, including environmental laws, respecting the operation of such facilities and has not been and is not currently subject to any judgment or settlement of any claim imposing significant liability on it for noncompliance with law or mismanagement in its operation of any geothermal generating facility or other electric power generating facility; and; H. It (h) it is familiar with the terms of (i) the Power Agreement Purchase Agreement, all other Project Agreements and steam sales agreements if all of the standards incorporated within the Facility Operating Standards and guaranteed performance levels expected to form the basis of the Initial Anticipated Performance Standards hereunder and has the resources necessary to enable it to effectively operate and maintain the Facilities so as to meet or exceed such Anticipated Performance Standards; and (i) Operator is to operate the steam sales agreements which affect or relate to the operation of the Facilitiesan equal opportunity employer.