PROJECTIONS CONTAINED IN THE INFORMATION
MEMORANDUM BEING UNTRUE OR MISLEADING OR OTHER THAN FAIR AND REASONABLE IN ANY
MATERIAL RESPECT.
(E)
ALL OTHER WRITTEN INFORMATION PROVIDED
BY ANY MEMBER OF THE GROUP (INCLUDING ITS ADVISERS) WAS TRUE, COMPLETE AND
ACCURATE IN ALL MATERIAL RESPECTS AS AT THE DATE IT WAS PROVIDED AND IS NOT
MISLEADING IN ANY MATERIAL RESPECT.
The representations and warranties made with respect to the Information
Memorandum are made by each Obligor in this Clause 22.9 only so far as it is
aware after making reasonable enquiries.
22.10
FINANCIAL STATEMENTS
(A)
ITS ORIGINAL FINANCIAL STATEMENTS WERE
PREPARED IN ACCORDANCE WITH THE ACCOUNTING PRINCIPLES CONSISTENTLY APPLIED.
(B)
ITS UNAUDITED ORIGINAL FINANCIAL
STATEMENTS FAIRLY REPRESENT ITS FINANCIAL CONDITION AND OPERATIONS (CONSOLIDATED
IN THE CASE OF THE PARENT) DURING THE RELEVANT FINANCIAL YEAR.
(C)
THERE HAS BEEN NO CHANGE IN ITS
PROPERTY, ASSETS, BUSINESS OR FINANCIAL CONDITION (OR THE PROPERTY, ASSETS,
BUSINESS OR CONSOLIDATED FINANCIAL CONDITION OF THE GROUP, IN THE CASE OF THE
PARENT) SINCE THE DATE OF THE MOST RECENT FINANCIAL STATEMENTS DELIVERED
PURSUANT TO PARAGRAPH (A)(I) OF CLAUSE 23.1 (FINANCIAL STATEMENTS) WHICH COULD
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
61
(D)
EACH SET OF FINANCIAL STATEMENTS
DELIVERED PURSUANT TO CLAUSE 23.1 (FINANCIAL STATEMENTS) GIVES A TRUE AND FAIR
VIEW OF (IN THE CASE OF AUDITED FINANCIAL STATEMENTS) OR FAIRLY REPRESENTS (IN
THE CASE OF UNAUDITED FINANCIAL STATEMENTS) ITS FINANCIAL CONDITION AND
OPERATIONS AS AT THE DATE AT WHICH THOSE FINANCIAL STATEMENTS WERE DRAWN UP.
22.11
NO PROCEEDINGS PENDING OR THREATENED
No litigation, arbitration or administrative proceedings or investigations of or
before any court, arbitral body or agency which, if adversely determined, could
reasonably be expected to have a Material Adverse Effect have (to the best of
its knowledge and belief) been started or threatened against it or any of its
Subsidiaries.
22.12
ENVIRONMENTAL AND OTHER LAWS
(A)
EACH OBLIGOR AND PLEDGED COMPANY IS IN
COMPLIANCE WITH CLAUSE 25.3 (ENVIRONMENTAL COMPLIANCE) AND TO THE BEST OF ITS
KNOWLEDGE AND BELIEF NO CIRCUMSTANCES HAVE OCCURRED WHICH WOULD PREVENT THAT
PERFORMANCE OR OBSERVATION.
(B)
NO ENVIRONMENTAL CLAIM HAS BEEN
COMMENCED OR (TO THE BEST OF ITS KNOWLEDGE AND BELIEF) IS THREATENED AGAINST ANY
OBLIGOR OR PLEDGED COMPANY WHERE THAT CLAIM COULD REASONABLY BE EXPECTED, IF
ADVERSELY DETERMINED, TO HAVE A MATERIAL ADVERSE EFFECT.
(C)
NO OBLIGOR OR PLEDGED COMPANY IS IN
BREACH OF ANY OTHER LAW OR REGULATION IN A MANNER OR TO AN EXTENT WHICH COULD
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
22.13
DANGEROUS SUBSTANCES
No Dangerous Substance has been used, disposed of, generated, stored,
transported, dumped, released, deposited, buried or emitted at, or from, or
under, any premises (whether or not owned, leased, occupied, or controlled by
it) in circumstances where this might reasonably be expected to result in a
liability on it which if enforced could have a Material Adverse Effect.
22.14
TAXATION
(A)
IT HAS DULY AND PUNCTUALLY PAID AND
DISCHARGED ALL TAXES IMPOSED ON IT OR ITS ASSETS