Common use of City Representations and Covenants Clause in Contracts

City Representations and Covenants. City hereby represents and warrants as of the Effective Date and as of the Closing Date as follows: City is duly organized and validly existing under the laws of the State of its organization. City has full power and authority to execute and deliver this Agreement and the documents contemplated hereby and to consummate the transaction contemplated hereby; City's performance of this Agreement and the transactions contemplated hereby have been duly authorized by all requisite action on the part of City and the individuals executing this Agreement and the documents contemplated hereby on behalf of City have full power and authority to legally bind City; This Agreement has been duly and properly executed on behalf of City, and neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will result in a default (or an event that, with notice or the passage of time or both, would constitute a default) under, a violation or breach of, a conflict with, a right of termination of , or an acceleration of indebtedness under or performance required by , any note, indenture, license, lease, franchise, mortgage , deed of trust or other instrument or agreement to which City is a party or by which City is bound ; City has granted no lease, licenses or other occupancy agreements with respect to the Developer Parcel which have not otherwise terminated or expired by their terms prior to the Closing Date; There are no other agreements relating to the occupancy, use of the Developer Parcel to which City is a party which shall survive Closing; To City's knowledge , there is no litigation or governmental proceeding (including, but not limited to any condemnation proceeding) pending or, threatened with respect to the Developer Parcel or with respect to City which impairs City's ability to perform its obligations under this Agreement; To the best of City's knowledge, the Developer Parcel is not in violation of any Law , ordinances, regulations, statutes, rules and restrictions pertaining to or affecting the Developer Parcel; There is no pending or, to City's knowledge, threatened condemnation or similar proceeding or rezoning affecting the Developer Parcel or any portion thereof, nor to City's knowledge is any such action contemplated; To City's knowledge, there has not occurred on the Developer Parcel any handling, storage, treatment or disposal on, in or about the Developer Parcel of any hazardous, toxic or infectious substances, materials or wastes, solid waste, toxic chemicals, or any other material regulated pursuant to any law meant for the protection of health, safety or the in violation of applicable laws. The representations and warranties of the City are limited by any matters disclosed to the Developer in this Agreement, including but not limited to the Meijer covenants or as may be reasonably discovered by the Developer during the Contingency Period.

City Representations and Covenants. (a) City hereby represents and warrants as of the Effective Date and as of the Closing Date as follows: City is duly organized and validly existing under the laws of the State of its organization. City has full power and authority to execute and deliver this Agreement and the documents contemplated hereby and to consummate the transaction contemplated hereby; City's ’s performance of this Agreement and the transactions contemplated hereby have been duly authorized by all requisite action on the part of City and the individuals executing this Agreement and the documents contemplated hereby on behalf of City have full power and authority to legally bind City; This Agreement has been duly and properly executed on behalf of City, and neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will result in a default (or an event that, with notice or the passage of time or both, would constitute a default) under, a violation or breach of, a conflict with, a right of termination of of, or an acceleration of indebtedness under or performance required by by, any note, indenture, license, lease, franchise, mortgage mortgage, deed of trust or other instrument or agreement to which City is a party or by which City is bound bound; City has granted no leaseleases, licenses or other occupancy agreements with respect to the Developer Parcel which have not otherwise terminated or expired by their terms prior to the Closing Date; There are no other agreements relating to the occupancy, use of the Developer Parcel to which City is a party which shall survive Closing; To City's knowledge ’s knowledge, there is no litigation or governmental proceeding (including, but not limited to any condemnation proceeding) pending or, threatened with respect to the Developer Parcel or with respect to City which impairs City's ’s ability to perform its obligations under this Agreement; To the best of City's ’s knowledge, the Developer Parcel is not in violation of any Law laws, ordinances, regulations, statutes, rules and restrictions pertaining to or affecting the Developer Parcel; There is no pending or, to City's ’s knowledge, threatened condemnation or similar proceeding or rezoning affecting the Developer Parcel or any portion thereof, nor to City's ’s knowledge is any such action presently contemplated; To City's knowledge, there has not occurred on the Developer Parcel any handling, storage, treatment or disposal on, in or about the Developer Parcel of any hazardous, toxic or infectious substances, materials or wastes, solid waste, toxic chemicals, or any other material regulated pursuant to any law meant for the protection of health, safety or the in violation of applicable laws. The representations and warranties of the City are limited by any matters disclosed to the Developer in this Agreement, including but not limited to the Meijer covenants or as may be reasonably discovered by the Developer during the Contingency Period.

City Representations and Covenants. (a) City hereby represents and warrants as of the Effective Date and as of the Closing Date as follows: City is duly organized and validly existing under the laws of the State of its organization. City has full power and authority to execute and deliver this Agreement and the documents contemplated hereby and to consummate the transaction contemplated hereby; City's ’s performance of this Agreement and the transactions contemplated hereby have been duly authorized by all requisite action on the part of City and the individuals executing this Agreement and the documents contemplated hereby on behalf of City have full power and authority to legally bind City; This Agreement has been duly and properly executed on behalf of City, and neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will result in a default (or an event that, with notice or the passage of time or both, would constitute a default) under, a violation or breach of, a conflict with, a right of termination of of, or an acceleration of indebtedness under or performance required by by, any note, indenture, license, lease, franchise, mortgage mortgage, deed of trust or other instrument or agreement to which City is a party or by which City is bound bound; City has granted no leaseleases, licenses or other occupancy agreements with respect to the Developer Parcel which have not otherwise terminated or expired by their terms prior to the Closing Date; There are no other agreements relating to the occupancy, use of the Developer Parcel to which City is a party which shall survive Closing; To City's knowledge ’s knowledge, there is no litigation or governmental proceeding (including, but not limited to any condemnation proceeding) pending or, threatened with respect to the Developer Parcel or with respect to City which impairs City's ’s ability to perform its obligations under this Agreement; To the best of City's ’s knowledge, the Developer Parcel is not in violation of any Law laws, ordinances, regulations, statutes, rules and restrictions pertaining to or affecting the Developer Parcel; There is no pending or, to City's ’s knowledge, threatened condemnation or similar proceeding or rezoning affecting the Developer Parcel or any portion thereof, nor to City's ’s knowledge is any such action presently contemplated; To City's knowledge, there has not occurred on the Developer Parcel any handling, storage, treatment or disposal on, in or about the Developer Parcel of any hazardous, toxic or infectious substances, materials or wastes, solid waste, toxic chemicals, or any other material regulated pursuant to any law meant for the protection of health, safety or the in violation of applicable laws. The representations and warranties of the City are limited by any matters disclosed to the Developer in this Agreement, including but not limited to the Meijer covenants Agreement or as may be reasonably discovered by the Developer during the Contingency Period.

City Representations and Covenants. City hereby represents and warrants as of the Effective Date and as of the Closing Date as follows: City is duly organized and validly existing under the laws of the State of its organization. City has full power and authority to execute and deliver this Agreement and the documents contemplated hereby and to consummate the transaction contemplated hereby; City's performance of this Agreement and the transactions contemplated hereby have been duly authorized by all requisite action on the part of City and the individuals executing this Agreement and the documents contemplated hereby on behalf of City have full power and authority to legally bind City; This Agreement has been duly and properly executed on behalf of City, and neither the execution and delivery of this Agreement nor the consummation of the transactions contemplated hereby will result in a default (or an event that, with notice or the passage of time or both, would constitute a default) under, a violation or breach of, a conflict with, a right of termination of , or an acceleration of indebtedness under or performance required by , any note, indenture, license, lease, franchise, mortgage , deed of trust or other instrument or agreement to which City is a party or by which City is bound ; City has granted no lease, licenses or other occupancy agreements with respect to the Developer Parcel which have not otherwise terminated or expired by their terms prior to the Closing Date; There are no other agreements relating to the occupancyoccupancy or, use of the Developer Parcel to which City is a party which shall survive Closing; To City's knowledge , there is no litigation or governmental proceeding (including, but not limited to any condemnation proceeding) pending or, threatened with respect to the Developer Parcel or with respect to City which impairs City's ability to perform its obligations under this Agreement; To the best of City's knowledge, the Developer Parcel is not in violation of any Law , ordinances, regulations, statutes, rules and restrictions pertaining to or affecting the Developer Parcel; There is no pending or, to City's knowledge, threatened condemnation or similar proceeding or rezoning affecting the Developer Parcel or any portion thereof, nor to City's knowledge is any such action contemplated; To City's knowledge, there has not occurred on the Developer Parcel any handling, storage, treatment or disposal on, in or about the Developer Parcel of any hazardous, toxic or infectious substances, materials or wastes, solid waste, toxic chemicals, or any other material regulated pursuant to any law meant for the protection of health, safety or the in violation of applicable laws. The representations and warranties of the City are limited by any matters disclosed to the Developer in this Agreement, including but not limited to the Meijer covenants or as may be reasonably discovered by the Developer during the Contingency Period.. The representations of the City herein shall survive the Closing for one year