Common use of Trustee Warranties Clause in Contracts

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor warrants that:‌ (a) it enters into this Agreement in its own capacity and in its capacity The Trustee warrants that, as trustee of at the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery date of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien;document:‌ (i) the rights Trustee is the trustee of the beneficiaries Trust; (ii) it has not been removed as the trustee under the Trust Deed; (iii) no release or revocation of the trust in relation to and their interest in Trustee’s powers under the property Trust Deed has occurred; (iv) it is the sole trustee of the trust Trust; (v) it is not in breach of the Trust Deed and is entitled to be indemnified or reimbursed out of the assets of the Trust in respect of any liability it incurs under or in respect of this document; and (vi) it has the power under the Trust Deed to execute and perform its obligations under this document and all necessary action has been taken under the Trust Deed to authorise the execution and performance of this document. (b) If the Trustee’s position in respect of the matters specified in clause 15.2(a) changes, the parties are subject to negotiate, in good faith and rank in priority behindwithout delay, any necessary changes to this document to secure the provision of the Public Benefits. (c) If the Trustee is to be replaced as trustee under the Trust Deed, then the Trustee will procure entry by the replacement trustee into a document with the City on terms approved by the City (such approval not to be unreasonably withheld or delayed) under which the replacement trustee agrees to: (i) be bound by the rights provisions of VicForests in relation to and its interest in the property of the trustthis document; and (ii) any right pay the City’s costs in relation to or interest in the property replacement of the trust to which VicForests may from time to time be subrogated;trustee and the costs of registering any new planning agreement on title, if required. (jd) it is Immediately upon the only trustee Trustee becoming aware of a proposed termination of the trust Trust, the Trustee is to notify the City, and no action has been taken the parties are to remove it as trustee negotiate, in good faith and without delay, any necessary changes to this document, or other arrangements arising from the proposed termination of the trust or Trust, to appoint an additional trustee secure the provision of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustPublic Benefits.

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor warrants warrants, and where relevant repeats that warranty at all times during the Term, that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.

Trustee Warranties. To If the extent to which the Contractor is Recipient enters into this Funding Agreement as a trustee of a trusttrust (Trust), the Contractor Recipient represents and warrants that: (a) it enters into this Agreement in its own capacity : the Trust has been duly established; the Departments have been provided with a true and in its capacity correct copy of the trust deed of the Trust; the Recipient has been validly appointed as the sole trustee of the trust; (b) the trust Trust and no action has been taken, or to its knowledge has been proposed, to remove it as trustee; the Recipient has full and valid power and authority to enter into this Funding Agreement and perform the obligations under it on behalf of the Trust; the Recipient has entered into this Funding Agreement for the proper administration of the Trust; the Recipient has obtained or duly constituted satisfied all necessary resolutions, consents, approvals and any trust deed in relation procedures to it is not void, voidable or otherwise unenforceable; (c) it enter into this Funding Agreement and perform the obligations under it; the Recipient has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all the assets of the property Trust for all liabilities incurred by it under this Funding Agreement; the Recipient will not, without the consent of the Departments, do anything which: amends the trust in relation to all deed of the obligations Trust in any manner which is likely to be adverse to the interests of either or both of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited Departments; reduces its right of indemnity or equitable lien; (i) from the rights assets of the beneficiaries Trust; effects or facilitates the termination of the trust in relation to and their interest in Trust; or effects or facilitates the property resettlement of the assets of the Trust; and the Recipient will exercise its right of indemnity under the trust are subject deed in respect of liabilities it incurs under this Funding Agreement. Each Warranty will, unless otherwise specified, be made on the signing of this Funding Agreement by the Recipient and be repeated each day of the term of this Funding Agreement. As soon as practicable after becoming aware of any matter which is likely to and rank in priority behind: (i) impact upon the rights accuracy of VicForests in relation a Warranty, or the Recipient’s ability to comply with a Warranty, the Recipient must give written notice to the Departments detailing that matter and its interest likely impact on the Recipient’s ability to comply with that Warranty. The Recipient acknowledges and agrees that the Departments have both separately and together entered into this Funding Agreement and performs this Funding Agreement in reliance, separately and jointly, on the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustWarranties.

Trustee Warranties. To If the extent to which the Contractor is Recipient enters into this Funding Agreement as a trustee of a trusttrust (Trust), the Contractor Recipient represents and warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trustTrust has been duly established; (b) the trust Department has been duly constituted provided with a true and any correct copy of the trust deed in relation to it is not void, voidable or otherwise unenforceableof the Trust; (c) it the Recipient has been validly appointed as the capacity to be sole trustee of the trust Trust and no action has power been taken, or to its knowledge has been proposed, to remove it as trustee unconditionally to execute and deliver and comply with its obligations under this Agreementtrustee; (d) it the Recipient has taken all necessary action required by full and valid power and authority to enter into this Funding Agreement and perform the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreementit on behalf of the Trust; (e) in executing and delivering the Recipient has entered into this Funding Agreement and entering into for the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries proper administration of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trustTrust; (f) it the Recipient has a obtained or duly satisfied all necessary resolutions, consents, approvals and procedures to enter into this Funding Agreement and perform the obligations under it; (g) the Recipient has the right to be indemnified out of all the assets of the property of the trust in relation to Trust for all of the obligations of the trustee liabilities incurred by it under this Funding Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach the Recipient will not, without the consent of trust or done or omitted to the Department, do anything which: (1) amends the trust deed of the Trust in any manner which has prejudiced or limited is likely to be adverse to the interests of the Department; (2) reduces its right of indemnity from the assets of the Trust; (3) effects or equitable lien;facilitates the termination of the Trust; or (4) effects or facilitates the resettlement of the assets of the Trust; and (i) the rights Recipient will exercise its right of the beneficiaries of indemnity under the trust deed in relation to and their interest in the property respect of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) liabilities it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustincurs under this Funding Agreement.

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor warrants thatwarrants, and where relevant repeats that warranty at all times during the Term: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.

Trustee Warranties. To If the extent to which the Contractor is Recipient enters into this agreement as a trustee of a trusttrust (Trust), the Contractor Recipient represents and warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trustTrust has been duly established; (b) the trust Department has been duly constituted provided with a true and any correct copy of the trust deed in relation to it is not void, voidable or otherwise unenforceableof the Trust; (c) it the Recipient has been validly appointed as the capacity to be sole trustee of the trust Trust and no action has power been taken, or to its knowledge has been proposed, to remove it as trustee unconditionally to execute and deliver and comply with its obligations under this Agreementtrustee; (d) it the Recipient has taken all necessary action required by full and valid power and authority to enter into this agreement and perform the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreementit on behalf of the Trust; (e) in executing and delivering the Recipient has entered into this Agreement and entering into agreement for the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries proper administration of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trustTrust; (f) it the Recipient has a obtained or duly satisfied all necessary resolutions, consents, approvals and procedures to enter into this agreement and perform the obligations under it; (g) the Recipient has the right to be indemnified out of all the assets of the property of the trust in relation to Trust for all of the obligations of the trustee liabilities incurred by it under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnityagreement; (h) it has not agreed to limit or exclude and has not committed any breach the Recipient will not, without the consent of trust or done or omitted to the Department, do anything which: (1) amends the trust deed of the Trust in any manner which has prejudiced or limited is likely to be adverse to the interests of the Department; (2) reduces its right of indemnity from the assets of the Trust; (3) effects or equitable lien;facilitates the termination of the Trust; or (4) effects or facilitates the resettlement of the assets of the Trust; and (i) the rights Recipient will exercise its right of the beneficiaries of indemnity under the trust deed in relation to and their interest in the property respect of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) liabilities it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustincurs under this agreement.

Trustee Warranties. To If the extent to which the Contractor is Recipient enters into this agreement as a trustee of a trusttrust (Trust), the Contractor Recipient represents and warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trustTrust has been duly established; (b) the trust Department has been duly constituted provided with a true and any correct copy of the trust deed in relation to it is not void, voidable or otherwise unenforceable;of the Trust; For information only (c) it the Recipient has been validly appointed as the capacity to be sole trustee of the trust Trust and no action has power been taken, or to its knowledge has been proposed, to remove it as trustee unconditionally to execute and deliver and comply with its obligations under this Agreementtrustee; (d) it the Recipient has taken all necessary action required by full and valid power and authority to enter into this agreement and perform the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreementit on behalf of the Trust; (e) in executing and delivering the Recipient has entered into this Agreement and entering into agreement for the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries proper administration of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trustTrust; (f) it the Recipient has a obtained or duly satisfied all necessary resolutions, consents, approvals and procedures to enter into this agreement and perform the obligations under it; (g) the Recipient has the right to be indemnified out of all the assets of the property of the trust in relation to Trust for all of the obligations of the trustee liabilities incurred by it under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnityagreement; (h) it has not agreed to limit or exclude and has not committed any breach the Recipient will not, without the consent of trust or done or omitted to the Department, do anything which: (1) amends the trust deed of the Trust in any manner which has prejudiced or limited is likely to be adverse to the interests of the Department; (2) reduces its right of indemnity from the assets of the Trust; (3) effects or equitable lien;facilitates the termination of the Trust; or (4) effects or facilitates the resettlement of the assets of the Trust; and (i) the rights Recipient will exercise its right of the beneficiaries of indemnity under the trust deed in relation to and their interest in the property respect of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) liabilities it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustincurs under this agreement.

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor The Trustee represents and warrants that: (a) (power) it enters into this Agreement in its own capacity and in its capacity has power as trustee of the trustTrust to execute this document and any documents created under or in connection with this document and to carry out the transactions that this document contemplates; (b) (due performance) in executing this document and any documents created under or in connection with this document and in carrying out the trust transactions that this document contemplates, the Trustee and its representatives have properly performed their obligations to the beneficiaries of the Trust; (c) (Trust action taken) all necessary action to authorise the execution and delivery of, and compliance with all the Developer’s obligations under, this document has been taken; (d) (sole Trustee) the Trustee is the only trustee of the Trust; (e) (no removal of Trustee) no action has been taken to remove the Trustee as trustee of the Trust or to appoint an additional trustee of the Trust. (f) (no default) the Trustee has not defaulted in the performance of its obligations as trustee of the Trust; (g) (Trust duly constituted) the Trust is duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (ch) it (capacity) the Trustee is duly incorporated in accordance with the laws of its place of incorporation, validly exists under those laws and has the capacity to xxx and be sued in its own name, to own property and to act as trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien;Trust; and (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (isolvency) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it Trustee is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustinsolvent.

Trustee Warranties. To the extent to which the Contractor Buyer is trustee of a trust, the Contractor Buyer warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreementdocument; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreementdocument; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement document and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (iA) the rights of VicForests in relation to and its interest in the property of the trust; and (iiB) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of as trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to to, and its interest in in, the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.

Trustee Warranties. To the extent to which the Contractor is trustee of a trust, the Contractor warrants that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (b) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (c) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (d) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (e) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (f) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (h) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (i) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (i) the rights of the VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.

Trustee Warranties. To ‌ [Drafting note: This clause 12.2 will be deleted if the extent to which the Contractor Recipient is not a trustee of a trust.] You enter into this agreement as a trustee of a trust (Trust), the Contractor warrants You represent and warrant that: (a) it enters into this Agreement in its own capacity and in its capacity as trustee of the trustTrust has been duly established; (b) the trust Office has been duly constituted provided with a true and any correct copy of the trust deed in relation to it is not void, voidable or otherwise unenforceableof the Trust; (c) it has You have been validly appointed as the capacity to be sole trustee of the trust Trust and no action has power been taken, or to Your knowledge has been proposed, to remove You as trustee unconditionally to execute and deliver and comply with its obligations under this Agreementtrustee; (d) it has taken all necessary action required by You have full and valid power and authority to enter into this agreement and perform the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreementit on behalf of the Trust; (e) in executing and delivering You have entered into this Agreement and entering into agreement for the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries proper administration of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trustTrust; (f) it has a You have obtained or duly satisfied all necessary resolutions, consents, approvals and procedures to enter into this agreement and perform the obligations under it; (g) You have the right to be indemnified out of all the assets of the property of the trust in relation to Trust for all of the obligations of the trustee liabilities incurred by it under this Agreement; (g) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnityagreement; (h) it has not agreed to limit or exclude and has not committed any breach You will not, without the consent of trust or done or omitted to the Office, do anything which: (1) amends the trust deed of the Trust in any manner which has prejudiced or limited its is likely to be adverse to the interests of the Office; (2) reduces Your right of indemnity from the assets of the Trust; (3) effects or equitable lien;facilitates the termination of the Trust; or (4) effects or facilitates the resettlement of the assets of the Trust; and (i) the rights You will exercise Your right of the beneficiaries of indemnity under the trust deed in relation to and their interest in the property respect of the trust are subject to and rank in priority behind: (i) the rights of VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (j) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (k) no action has been taken to terminate the trust; (l) it has not defaulted in compliance of its obligations of trustee of the trust; and (m) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trustliabilities You incur under this agreement.]

Trustee Warranties. To the extent to which the Contractor Buyer is trustee of a trust, the Contractor Buyer warrants that: (ah) it enters into this Agreement in its own capacity and in its capacity as trustee of the trust; (bi) the trust has been duly constituted and any trust deed in relation to it is not void, voidable or otherwise unenforceable; (cj) it has the capacity to be trustee of the trust and has power as trustee unconditionally to execute and deliver and comply with its obligations under this Agreement; (dk) it has taken all necessary action required by the trust deed or otherwise to authorise the unconditional execution and delivery of and compliance with its obligations under this Agreement; (el) in executing and delivering this Agreement and entering into the transactions contemplated by it, it has properly complied with its obligations to the beneficiaries of the trust and the execution and delivery of this Agreement and the entry into the transactions contemplated by it are for the benefit of the beneficiaries of the trust and do not constitute a conflict of interest or duty or breach of trust; (fm) it has a right to be indemnified out of all of the property of the trust in relation to all of the obligations of the trustee under this Agreement; (gn) it has not released or disposed of its equitable lien over the property of the trust which secures that indemnity; (ho) it has not agreed to limit or exclude and has not committed any breach of trust or done or omitted to do anything which has prejudiced or limited its right of indemnity or equitable lien; (ip) the rights of the beneficiaries of the trust in relation to and their interest in the property of the trust are subject to and rank in priority behind: (i) the rights of the VicForests in relation to and its interest in the property of the trust; and (ii) any right to or interest in the property of the trust to which VicForests may from time to time be subrogated; (jq) it is the only trustee of the trust and no action has been taken to remove it as trustee of the trust or to appoint an additional trustee of the trust; (kr) no action has been taken to terminate the trust; (ls) it has not defaulted in compliance of its obligations of trustee of the trust; and (mt) it has disclosed in writing to VicForests full particulars of the trust and any other trust or fiduciary relationship affecting the property of the trust.