Representations and Warranties of Adient and Adient Asia. (a) Each of Adient and Adient Asia represents and warrants to the other Parties, as of the date hereof, it has received and delivered to the other Parties a waiver of the first right of refusal and executed resolution approving the equity transfer in CQYFAS from third party joint venture partners necessary to consummate the equity transfer in CQYFAS and transfer its ownership in CQYFAS’s equity interests, respectively, free from any interest or equity of any third party (including any right to acquire, option or right of pre-emption or conversion) or any mortgage, charge, pledge, lien, assignment, hypothecation, security interest, title retention or any other security agreement or arrangement, or any agreement to create any of the above.
