REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. Chesapeake represents and warrants to Seven Seas that (i) Chesapeake is a corporation duly organized, validly existing and in good standing under the laws of the State of Oklahoma and has the corporate power and authority to enter into this agreement and to carry out its obligations hereunder, (ii) the execution and delivery of this agreement by Chesapeake and the consummation by Chesapeake of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Chesapeake and no other corporate proceedings on the part of Chesapeake are necessary to authorize this agreement or any of the transactions contemplated hereby, and (iii) this agreement has been duly executed and delivered by Chesapeake and constitutes a valid and binding obligation of Chesapeake, and, assuming this agreement constitutes a valid and binding obligation of Seven Seas, enforceable against Chesapeake in accordance with its terms, subject to applicable bankruptcy, reorganization, insolvency, moratorium, fraudulent conveyance and similar laws affecting creditor's rights generally from time to time and to general principles of equity.
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. Chesapeake represents and warrants to Tri-County and the Shareholders as follows:
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. CHESAPEAKE represents and warrant to ATAC as follows:
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. Chesapeake represents and warrants to AspenTech as follows, subject to such exceptions as are specifically disclosed under appropriate section headings in the Chesapeake Disclosure Schedule:
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. Chesapeake represents and warrants to the Sellers as follows:
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. 28 SECTION 6.1. Organization and Authority . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 SECTION 6.2. Authority; Binding Effect . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 SECTION 6.3. Absence of Conflicts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 SECTION 6.4. Governmental Authorizations and Filings . . . . . . . . . . . . . . . . . . . . . . 29 SECTION 6.5. Brokers, Finders, etc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 SECTION 6.6. Litigation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE. Chesapeake represents and warrants to each of the other Parties hereto as of the date hereof, and as of the Closing Date, as follows:
REPRESENTATIONS AND WARRANTIES OF CHESAPEAKE
