BOLAG. Bolag represents and warrants as follows:
(a) Bolag is a corporation duly organized, validly existing and in good standing under the laws of Sweden;
(b) Bolag has all requisite corporate power and authority to enter into this Agreement and to carry out and perform its obligations under the terms of this Agreement;
(c) this Agreement has been duly authorized, executed and delivered by Xxxxx and is a valid and binding obligation of Bolag enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency moratorium, and other laws of general application affecting the enforcement of creditors' rights; and
(d) the execution, delivery, and performance of and compliance with this Agreement does not and will not conflict with, or constitute a default under, or result in the creation of, any mortgage, pledge, lien, encumbrance, or charge upon any of the properties or assets of Bolag, nor result in any violation of (i) any term of Bolag's articles of incorporation or bylaws, (ii) in any material respect, any term or provision of any mortgage, indenture, contract, agreement, instrument, judgment or decree or (iii) to the best of Xxxxx'x knowledge, any order, statute, rule or regulation applicable to Bolag, the violation of which would have a material adverse effect on Bolag's business or properties.
