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5. Re resentations and Warranties of Texaco <br /> a Absence of Breach of Contract or <br /> Vlolat on o oar er, c <br /> This transaction will not result in a breach <br /> Of any term or provision of or constitute a default under any <br /> agreement, instrument or understanding to which Texaco is a <br /> party or by which it is bound. <br /> b. Authority of Texaco <br /> The execution of this Agreement by Texaco <br /> i <br /> has been duly authorized by the Board of Directors of Texaco, <br /> and no further corporate authorization is necessary on the part <br /> of Texaco. <br /> 6 Indemnification by Texaco <br /> From and after the Closing Date, Texaco agrees to <br /> . indemnify and hold Douglas harmless from and against any and all <br /> claims, losses, expenses, obligations and liabilities of any <br /> nature whatsoever which may arise in any manner whatsoever from <br /> Texaco's ownership, use and operation of said properties listed <br /> In Exhibits "A" and "B" <br /> 7. Indemnification by Douglas <br /> Douglas agrees to and does hereby indemnify and <br /> hold harmless Texaco against and in respect of any and all claims, <br /> losses, expenses, obligations and liabilities which Texaco may <br /> incur or suffer and which arise or result from any breach of or <br /> failure by Douglas to perform any of its warranties, guaranties, <br /> commitments, covenants or conditions in this Agreement or which <br /> arise or result from the operation of said service station <br /> properties listed in Exhibits "A" and "B" prior to the Closing; <br /> Date, <br /> $, Pro erties Vnacce table Elimination <br /> ana uc ion o urc ase 7 cue <br /> a. Title Defects <br /> In the event there is a defect in any title <br /> f <br /> 000037 <br />