Representations Regarding the Property. Borrower represents and warrants to Lender that Borrower has, prior to the Closing Date, delivered to Lender, with respect to the Property:
Representations Regarding the Property. The execution and delivery and performance of the Agreement herein does not contravene any provision of Linear Mexico's Contract of Mining Exploration and of Promise of Assignment of Rights, nor its Amendment Agreement entered into with Messrs. Rxxxx Xxxxx Xxxxxx Fxxxxx, Xxxxxx Axxxxx Xxxx Xxxxxxx and Jxxx Jxxxx Xxxxxxxxx Xxxxx the "Linear Mexico- Contract", Linear Mexico having full, complete and unrestricted ability to promise to assign to NewCo, and/or to Silver Dragon's Mexican subsidiary, should such be the case, a portion or all of its interest in the Property. Linear has exclusive exploratory rights with respect to the Property pursuant to the laws of the United Mexican States , free and clear of all liens, disputes, taxes, claims and encumbrances. Linear Mexico has valid exploration rights on the Property, such rights being valid up to and including April 7, 2008, and to the best of the knowledge of Linear, the Property is free and clear of all liens, disputes, taxes, claims and encumbrances, and also to the best of its knowledge, all required government permits have been validly issued and are in good standing pursuant to the laws of the Government of Mexico. Linear does not require the consent of Property owners in order to enter into this Agreement. The Linear Mexico Contract is in good standing and Linear and Linear Mexico have complied with all of their obligations therein up to the Effective Date. However, the prior written consent of the Concession owners, through Mx. Xxxxx Txxxx Xxxxxx Xxxxxx, must be obtained prior to the execution of the definitive contract of assignment of rights whereby Linear Mexico shall assign to NewCo or to Silver Dragon's Mexican subsidiary, its interest in the Property, it being expressly understood that, under the terms of the Linear Mexico Contract, said prior written consent may not be withheld if the assignee assumes the obligation to comply with all of the obligations Linear Mexico acquired upon said Linear Mexico Contract.
