Wyckoff Gas Storage Company, LLC
Original Volume No. 1
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Effective Date: 12/31/9999, Docket: RP09- 444-000, Status: Accepted
Original Sheet No. 48 Original Sheet No. 48
amounts otherwise subject to acceleration or required to be paid upon
an early termination pursuant to the terms of the Agreement shall
nonetheless be payable by the Guarantor hereunder forthwith on demand
7. Assignment: Successors and Assigns. This Guaranty shall
be binding upon and inure to the benefit of the Guarantor and its
successors and assigns and Company and its successors and assigns.
Guarantor may not assign its rights and obligations hereunder without
the prior express written consent of Company, and any such purported
assignment without such express written consent will be void.
8. Amendments and Waivers. No provision of this Guaranty may
be amended, supplemented or modified, nor any of the terms and
conditions hereof waived, except by a written instrument executed by
the Guarantor and Company.
9. Remedies Cumulative. The rights, powers, remedies and
privileges provided in this Guaranty are cumulative and not exclusive
of any rights, powers, remedies and privileges provided by law and any
10. Representations and Warranties.
(A) The Guarantor is duly organized, validly existing and
in good standing under the laws of the jurisdiction of its
incorporation and has full corporate power to execute, deliver and
perform this Guaranty.
(B) The Guarantor has a credit rating of at least BBB- by
Standard & Poor’s Corporation and Baa3 by Moody’s Investor Services,
Inc. for the term of this Guaranty.
(C) The execution, delivery and performance of this
Guaranty have been and remain duly authorized by all necessary
corporate action and do not contravene any provision of law or of the
Guarantor’s constitutional documents or any contractual restriction
binding on the Guarantor or its assets.
(D) All consents, authorizations and approvals of, and
registrations and declarations with, any governmental authority
necessary for the due execution, delivery and performance of this
Guaranty have been obtained and remain in full force and effect and all
conditions thereof have been duly 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
(E) This Guaranty constitutes the legal, valid and
binding obligation of the Guarantor enforceable against the Guarantor
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