General Closing Obligations of Purchaser. In addition to the other documents to be delivered by Purchaser to Seller at Closing pursuant to the terms of this Agreement, Purchaser shall deliver to the Seller at Closing: (i) a certificate signed by a senior executive officer of Purchaser dated as of the Closing Date stating that each of the representations and warranties made herein by Purchaser are true and correct at Closing and that each obligation of Seller, which is a condition to Closing, has been satisfied by Seller or waived by Purchaser, (ii) an Opinion of Purchaser's counsel, Browx XxXaxxxxx & Xaks Hartxxxx, xxted as of the Closing Date, addressed to Seller, in a form reasonably satisfactory to Seller, (iii) certificates of the appropriate public officials to the effect that Purchaser is a validly existing Delaware limited partnership and is authorized to do business in and in good standing in Texas as of a date not more than ten (10) days of the Closing Date, (iv) certificates of the General Partner of Purchaser setting forth that all necessary actions have been taken by Purchaser's partners authorizing the execution and delivery of this Agreement and the performance by Purchaser of the transactions contemplated hereby, and (v) incumbency and specimen signature certificates dated the Closing Date signed by the General Partner of Purchaser.
