The Shareholders are in a financial position to purchase and hold the Common Stock and are able to bear the economic risk and withstand a complete loss of their investment in the Common Stock.

Agreement to Perform Necessary Acts. Each party agrees to perform any further acts and to execute and deliver any further documents that may be reasonably necessary to carry out the provisions of this Agreement.

The Agent’s Right to Perform. If the Borrowers fail to perform any covenant or obligation contained herein and such failure shall continue for a period of five (5) Business Days after receipt by the Borrowers or any Guarantor of written notice thereof from the Agent, without in any way limiting the Agent’s right to exercise any of its rights, powers or remedies as provided hereunder, or under any of the other Loan Documents, the Agent may, but shall have no obligation to, perform, or cause the performance of, such covenant or obligation, and all costs, expenses, liabilities, penalties and fines of the Agent or the Lender incurred or paid in connection therewith shall be payable by the Borrowers to the Agent or such Lender upon demand and if not paid shall be added to the Obligations (and to the fullest extent permitted under applicable laws, secured by the Mortgages, the Pledge Agreements and the other Loan Documents) and shall bear interest thereafter at the Default Rate. Notwithstanding the foregoing, neither the Agent nor the Lender shall have any obligation to send notice to the Borrowers or any Guarantor of any such failure.

all provisions necessary to ensure Licensee’s ability to perform its obligations under this Agreement;

Contractor represents that it possesses the requisite expertise and technical ability to perform the Services.

Ability to Carry Out Obligations. The Vendor has the right, power, and authority to enter into, and perform his obligations under this Agreement. The execution and delivery of this Agreement by the Vendor and the performance by the Vendor of their obligations hereunder will not cause, constitute, or conflict with or result in # any breach or violation or any of the provisions of or constitute a default under any license, indenture, mortgage, charter, instrument, articles of incorporation, bylaw, or other agreement or instrument to which Vendor officers or directors or Vendor are a party, or by which they may be bound, nor will any consents or authorizations of any party other than those hereto be required, # an event that would cause Vendor to be liable to any party, or # an event that would result in the creation or imposition of any lien, charge, or

Ability to Carry Out Obligations. The Purchaser has the right, power, and authority to enter into, and perform his obligations under this Agreement.

the ability of any Borrower to perform any of its obligations under the Finance Documents; or

Parties' ability to perform under the Agreement; and (ii) there have been no changes to any Applicable Law that affects transportation on the Coastal Transmission System or transmission on the BC Hydro Transmission System that causes or could reasonably be expected to cause a material adverse effect on either of the Parties' ability to perform under this Agreement;

to have a material adverse effect on the ability of the Partnership to perform its obligations hereunder.