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ARTICLE 13 <br />REPRESENTATIONS <br />13.1 Mutual representations and warranties. Each Party represents and warrants to <br />the other Party that: <br />(a) Such Party has the power and authority to execute, deliver and <br />perform its obligations under this Contract. Such Party has authorized the <br />execution and delivery of this Contract by the person(s) executing this Contract <br />below. <br />(b) No provision contained in Member's charter or enabling <br />legislation, as the case may be, if any, prohibits Member from entering into this <br />Contract and performing the obligations required of Member under this Contract. <br />(c) This Contract constitutes a legal, valid and binding obligation of <br />such Party, except as the enforceability of this Contract may be limited by the <br />effect of any applicable bankruptcy, insolvency, reorganization, moratorium or <br />similar laws affecting creditor's rights generally and by general principles of <br />equity which permit the exercise of judicial discretion. <br />(d) Neither the execution or delivery of this Contract results in any <br />breach of or constitutes any default under any material agreement to which such <br />Party is bound or causes such Party to be in violation of any Law, regulation, <br />administrative or judicial order or process or decision to which such Party is a <br />party or by which it or its properties are bound or affected. <br />(e) It is not Bankrupt and there are no proceedings pending or being <br />contemplated by it or, to its knowledge, threatened against it which would result <br />in it being or becoming Bankrupt. <br />(f) It is duly organized and validly existing under the laws of the <br />jurisdiction of its organization or incorporation and, if relevant under such laws, <br />in good standing. <br />(g) All governmental and other authorizations, approvals, consents, <br />notices and filings that are required to have been obtained or submitted by it with <br />respect to this Contract or other dacument relating hereto or thereto to which it is <br />a party have been obtained or submitted and are in full force and effect and all <br />conditions of any such authorizations, approvals, consents, notices and filings <br />have been complied with. <br />(h) No Default with respect to it, or event which with notice and/or <br />lapse of time would constitute such a Default, has occurred and is continuing and <br />32 <br />