PERMIAN Clause Samples

PERMIAN. Permian represents and warrants to Windsor that as of the date of this Agreement: (a) Permian is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of Delaware and has full power and authority to execute, deliver, and perform this Agreement. (b) The execution, delivery, and performance of this Agreement have been duly authorized by all necessary action on the part of Permian and do not violate or conflict with its organizational documents, as amended, any material agreement to which Permian or its assets are bound, or any provision of law applicable to Permian. (c) All consents, authorizations and approvals of, and registrations and declarations with, any governmental authority necessary for the due execution, delivery, and performance of this Agreement have been obtained and are in full force and effect and all conditions thereof have been materially complied with, and no other action by, and no notice to or filing with, any governmental authority is required in connection with the execution, delivery, or performance of this Agreement. (d) This Agreement constitutes the legal, valid, and binding obligation of Permian enforceable against Permian in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, reorganization, and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles.