(g) Article VIII: Representations and Warranties

Each Party represents that it is duly organized, validly existing, and authorized to enter into this Agreement. Supplier further represents that (a) the Project complies with applicable law and the rules of the Carbon Standard; (b) Credits delivered are genuine, verified, and free from any third-party rights; and (c) the Project does not involve known environmental, social, or human rights violations. Both parties give legal assurances about their authority, compliance with sanctions, and anti-corruption laws. The supplier additionally warrants project validation, the absence of human rights abuses, and the absence of undisclosed reputational risks.

Comments

Representations and warranties provide assurances that form the basis for reliance. They are key for due diligence and can trigger remedies if breached. Including compliance and integrity warranties helps Buyers ensure Credits align with ESG and reputational standards. Buyers need confidence that their purchase will withstand investor, NGO, and regulatory scrutiny. This clause also helps buyers defend against allegations of 'greenwashing' - a real reputational risk in voluntary markets.