Victorian Current Acts Victorian Current ActsWARRANTIES OF THE COMPANY
1. The Company has been duly incorporated and is validly existing under the laws of its jurisdiction of incorporation, with full power and authority to enter into this document and perform its obligations under this document.
2. This document has been duly authorised, executed and delivered by the Company and constitutes (except to the extent limited by equitable principles, laws relating to penalties and laws affecting creditors' rights generally) a legal, valid and binding obligation of the Company enforceable against it in accordance with its terms, and no other proceedings on the part of the Company are necessary to authorise this document and the completion of the transactions contemplated under this document.
3. The execution and delivery by the Company of this document and the performance by the Company of its obligations under the document in accordance with its terms do not—
(a) conflict with the constitution or bylaws of the Company;
(b) constitute a violation of or default under any agreements or arrangements to which the Company is a party;
(c) except as provided in this document, cause the creation of any Encumbrance upon any of the property of the Company; or
(d) contravene any law.
4. A Receiver has not been appointed to the whole or any part of the assets or undertaking of the Company and no such appointment has been threatened or is envisaged by the Company.
5. The Company is not in liquidation or administration and no order, petition, application, proceedings, meeting or resolution has been made, presented, brought, called or passed for the purposes of liquidating the Company or placing the Company under or in administration.
6. The Company is not insolvent within the meaning of section 95A of the Corporations Law or otherwise and there is no unfulfilled or unsatisfied judgment or court order outstanding against the Company.
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