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the Seller Parties, for or by reason of any matter, cause, or thing whatsoever occurring prior to
the date hereof and relating to the Purchase Agreement, the Property, and/or the Deposit.
Cyclone represents and warrants to the Receiver that Cyclone has not, in whole or in part, sold,
assigned, transferred, conveyed, or made any other disposition of any cause of action, claim,
demand, right, obligation, or damages covered herein. Cyclone represents and warrants to the
Receiver and the Escrow Agent that Cyclone has the sole right and exclusive authority to execute
this Agreement and receive the sums specified herein.
(b)
From the Receiver. Except for Cyclone鈥檚 obligations to the Receiver
arising under this Agreement and Cyclone鈥檚 Surviving Agreements described in Paragraph 11,
the Receiver hereby fully and unconditionally releases Cyclone and its employees, officers,
directors, agents, and attorneys from any and all claims, demands, debts, actions, causes of
action, suits, contracts, agreements, obligations, accounts, losses, defenses, offsets, and liabilities
of any kind or character whatsoever, whether contingent in whole or in part or fixed, accrued in
whole or in part or unaccrued, legal or equitable, known or unknown, suspected or unsuspected,
in contract or in tort, that the Receiver ever had, now has, or may have against Cyclone, for or by
reason of any matter, cause, or thing whatsoever occurring prior to the date hereof and relating to
the Purchase Agreement, the Property, and/or the Deposit. The Receiver represents and warrants
to Cyclone that the Receiver has not, in whole or in part, sold, assigned, transferred, conveyed, or
made any other disposition of any cause of action, claim, demand, right, obligation, or damages
covered herein. The Receiver represents and warrants to Cyclone and the Escrow Agent that it
has the sole right and exclusive authority to execute this Agreement and receive the sums
specified herein.
6.
Authorization.
(a)
Cyclone. Cyclone hereby represents and warrants the following to the
Receiver: (i) Cyclone has has all necessary power and authority to enter into and perform this
Agreement; (ii) the person signing below on behalf of Cyclone has full authority to execute this
Agreement on behalf of Cyclone; (iii) this Agreement constitutes the valid and binding
agreement of Cyclone and is enforceable in accordance with its terms; (iv) the execution,
delivery, and performance of this Agreement by Cyclone and the consummation of the
transactions herein contemplated do not and will not conflict with, or result in a breach of any
term or provision of, or constitute a default under, as may be applicable, any agreement or other
instrument to which Cyclone is a party or by which it is bound or to which its properties are
subject.
(b)
The Receiver. The Receiver hereby represents and warrants the
following to Cyclone: (i) upon entry of the Approval Order, the Receiver shall have all necessary
power and authority to enter into this Agreement and perform its obligations hereunder; (ii) the
person signing below on behalf of the Receiver has full authority to execute this Agreement on
behalf of the Receiver; (iii) upon entry of the Approval Order, this Agreement shall constitute the
valid and binding agreement of the Receiver and shall be enforceable in accordance with its
terms; and (iv) upon entry of the Approval Order, the execution, delivery, and performance of
this Agreement by the Receiver and the consummation of the transactions herein contemplated
Case 25-23251-MEH Doc 18-19 Filed 12/22/25 Entered 12/22/25 20:08:18 Desc
Exhibit 6 Page 10 of 19
ANN public excerpt | ECF 18-19, pages 8-19 | combined source PDF 446/478
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