Common use of WINDSOR Clause in Contracts

WINDSOR. Windsor represents and warrants to Permian that as of the date of this Agreement: (a) Windsor 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 the Windsor and do not violate or conflict with its organizational documents, as amended, any material agreements to which Windsor or its assets are bound, or any provision of law applicable to Windsor. (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 Windsor enforceable against Windsor 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.