10.3  Representations and warranties by Project Co

(a)  (Project Co representations): Project Co acknowledges and agrees that:

(i)  (entry into State Project Documents): it enters into the State Project Documents based on its own investigations, interpretations, deductions, information and determination;

(ii)  (opportunity to investigate): it was given the opportunity to itself undertake, and to request others to undertake, tests, enquiries and investigations:

A.  relating to the subject matter of any Project Information existing prior to the date of this Deed; and

B.  of the Project Area and its surroundings;

(iii)  (Project Information): any Project Information provided by or on behalf of the State or any State Associate is provided for the information only of Project Co;

(iv)  (Site Information Reports): the Site Information Reports are not provided to Project Co by or on behalf of the State or any State Associate;

(v)  (no invitation, offer or recommendation): the Project Information does not form part of the State Project Documents or constitute an invitation, offer or recommendation by or on behalf of the State or any State Associate;

(vi)  (no reliance): it did not rely upon any Project Information or any other information, data, representation, statement or document provided by or on behalf of the State or any State Associate, or the accuracy, adequacy, suitability or completeness of the Project Information, for the purposes of entering into the State Project Documents or delivering the Project;

(vii)  (adequacy of PSDR): without limiting clause 5.6(e), it has satisfied itself that there is nothing in the Project Documents which would prevent:

A.  the Project Assets from being Fit for Purpose; or

B.  the Services from being carried out in accordance with the PSDR;

(viii)  (Intellectual Property Rights): all Intellectual Property Rights in the Project Information remain the property of the State, the relevant State Associate or the Site Information Report Providers (as the case may be); and

(ix)  (State entry into Deed): the State has entered into the State Project Documents relying upon the warranties, acknowledgements, representations and agreements of Project Co set out in this Deed.

(b)  (Project Co warranties): Project Co warrants that it has, and will be deemed to have, done everything (including all assessments, tests or studies of the Project Area and its surroundings and making all reasonable enquiries with all relevant Utility providers in respect of the existence, adequacy, location, condition, completeness or availability of Utility Infrastructure on, in, over, under or in connection with, the Project Area) that would be expected of a prudent, competent and experienced person in the position of Project Co exercising Best Industry Practices:

(i)  in assessing the risks regarding Site Conditions;

(ii)  in ensuring that this Deed contains allowances to protect it against any of the risks regarding Site Conditions eventuating;

(iii)  in order to determine the suitability of the Project Area and its surroundings for the Project;

(iv)  in assessing the existence, adequacy, location, condition (including fitness for purpose), type, number, availability and suitability of the Project Assets (including those made available to Project Co by or on behalf of the State in accordance with this Deed as at Financial Close); and

(v)  in assessing the Project Activities that it needs to carry out to enable Project Co to comply with its obligations in connection with the Project Documents.