WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. Buyer hereby warrants and represents as of the date of this Agreement and as of the Closing and where indicated covenants and agrees as follows:
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. Buyer covenants, represents, and warrants as follows:
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. As of the Closing Date, Seller represents, warrants and covenants to Buyer as follows:
(a) Bayou City Exploration, Inc. is a corporation, duly organized and validly existing under the laws of the State of Nevada.
(b) Seller has the lawful right, power and authority to enter into and deliver this Agreement and the other Closing Documents required to be executed and delivered and to perform its obligations hereunder.
(c) There are no actions, suits or proceedings pending or to Seller's knowledge threatened against, by or affecting Seller that question the validity or enforceability of this Agreement or any action taken by Seller under this Agreement, in any court or before any governmental authority, domestic or foreign.
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. Buyer hereby warrants, represents, and/or covenants to Successor Agency as follows:
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. As of the Commencement Date and again as of the Closing Date in the event this Agreement is not terminated in accordance with the terms hereof, Buyer represents, warrants and covenants with Seller as follows:
(a) Buyer is a corporation, duly organized and validly existing under the laws of the State of Tennessee.
(b) Buyer has the lawful right, power and authority and the financial capacity to enter into and deliver this Agreement and the other Closing Documents required to be executed and delivered by Buyer and to perform its obligations hereunder and thereunder.
(c) There are no actions, suits or proceedings pending or to Buyer’s knowledge threatened against, by or affecting Buyer that question the validity or enforceability of this Agreement or any action taken by Buyer under this Agreement, in any court or before any governmental authority, domestic or foreign.
(d) The execution and delivery of this Agreement and the other Closing Documents required to be executed and delivered by Buyer and the performance by Buyer of Buyer’s duties and obligations under this Agreement and the other Closing Documents required to be executed and delivered by Buyer are consistent with and not in violation of, and will not create any adverse condition under, any contract, agreement or other instrument to which Buyer is a party, any judicial order or judgment of any nature by which Buyer is bound, or the organizational documents of Buyer.
(e) On the Closing Date, all action will have been taken by Buyer authorizing and approving the execution of and entry into this Agreement, the execution and delivery by Buyer of the documents and instruments to be executed and delivered by Buyer on the Closing Date pursuant to the terms of this Agreement, and the performance by Buyer of Buyer’s duties and obligations under this Agreement and all other acts necessary and appropriate for the consummation of the purchase of the Property as contemplated by and provided for in this Agreement.
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. Buyer, based on reasonable information and belief, hereby warrants and represents as follows and where indicated covenants and agrees as follows:
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. As of the Effective Date and again as of the Closing Date in the event this Agreement is not terminated in accordance with the terms hereof, Buyer represents, warrants and covenants with Seller that Buyer has the lawful right, power and authority to enter into and deliver this Agreement and the other Closing Documents required to be executed and delivered by Buyer and to perform its obligations hereunder and thereunder.
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. Conditions to Buyer's and Seller's Obligations
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. Buyer represents, warrants and covenants to and with Seller, knowing that Seller is relying on each representation, warranty and covenant, that:
(a) Buyer is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of Georgia. Buyer has the power to own its properties and assets and to carry on its business as it is now being conducted;
(b) There are no actions, suits or proceedings pending or threatened against, by or affecting Buyer which question the validity or enforceability of this Agreement or of any action taken by Buyer under this Agreement, in any court or before any governmental authority, domestic or foreign;
(c) The execution of and entry into this Agreement and the performance by Buyer of Buyer's duties and obligations under this Agreement and of all other acts necessary and appropriate for the full consummation of the purchase and sale of the Property as contemplated by and provided for in this Agreement, are consistent with and not in violation of, and will not create any adverse condition under, any contract, agreement or other instrument to which Buyer is a party, or any judicial order or judgment of any nature by which Buyer, or any officer of Buyer, is bound;
(d) This Agreement, and the covenants and agreements of Buyer under this Agreement, are the valid and binding obligations of Buyer, enforceable in accordance with their terms; and
(e) Buyer will deliver on the Closing Date all documents and instruments required by this Agreement and perform all acts necessary or appropriate for the consummation of the purchase and sale of the Property as contemplated by and provided for in this Agreement.
WARRANTIES, REPRESENTATIONS AND COVENANTS OF BUYER. As of the Effective Date and again as of the Closing Date in the event this Agreement is not terminated in accordance with the terms hereof, Buyer represents, warrants and covenants with Seller as follows:
(a) Buyer is duly organized, validly existing and in good standing under the laws of the state of its organization.
(b) The execution and delivery of this Agreement and the other Closing Documents required to be executed by Buyer, and the performance of Buyer's obligations under this Agreement and the other Closing Documents required to be executed by Buyer, have been duly authorized by all requisite action, and this Agreement has been and all Closing Documents will be duly executed and delivered by Buyer. This Agreement and the Closing Documents when executed and delivered by Buyer constitute the valid, binding and enforceable obligation of Buyer, subject, however, to bankruptcy and similar laws affecting the rights and remedies of creditors generally.
