✨ Transaction Agreement Details
22 DECEMBER 2010 NEW ZEALAND GAZETTE, No. 177 4347
(b)
(c)
(d)
- REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS
9.1 Representations and warranties: Each of the Parties makes the following representations and warranties to the other on the date of this agreement:
(a) Status: it is a company duly incorporated and validly existing under the laws of New Zealand;
(b) Power and authority: it has:
(i) the power and authority to own its assets and to carry on its business as, and in such place or places as, it is now being conducted;
(ii) the power to enter into and exercise its rights and perform and comply with its obligations under the Transaction Documents; and
(iii) taken all necessary action to authorise the entry into the Transaction Documents and the performance of all its obligations expressed to be binding on it;
(c) Valid obligations: the Transaction Documents constitute its legal, valid and binding obligations, enforceable in accordance with their respective terms (subject to laws relating to creditors’ rights generally and to the application of equitable principles);
(d) No laws violated: neither its entry into the Transaction Documents nor the exercise of any right or the performance or observance of any obligation under the Transaction Documents, nor any transaction contemplated thereby, will:
(i) violate or contravene any law to which it is subject;
(ii) conflict with, or result in a breach of, any agreement, document, arrangement, obligation or duty, or by which it or any of its assets may be bound; or
(iii) violate any of the documents constituting it or cause any limitation on any of its powers, or on the right or ability of its directors to exercise those powers, to be exceeded;
(e) Consents and authorisations: all material consents required by it in connection with the entry into, execution or performance by it of the Transaction Documents, and the transactions contemplated thereby, have been obtained or effected and are in full force and effect, there have been no
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NZ Gazette 2010, No 177
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Representations, Warranties, and Undertakings in Transaction Agreement
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🏭 Trade, Customs & IndustryRepresentations, Warranties, Undertakings, Transaction Documents, Legal Obligations, Compliance, Consents