Common use of Representations and Warranties of City Clause in Contracts

Representations and Warranties of City. As a material inducement to WDDF to enter into this Agreement and to consummate the transactions contemplated hereby, City hereby represents and warrants to WDDF, as of the Effective Date, as follows: (a) City is a Florida municipal corporation, which is located in St. Lucie County. (b) City has all requisite power and authority to execute, deliver and perform this Agreement. (c) This Agreement has been duly authorized by all necessary action of the Council, executed and delivered by City and constitutes a valid and binding agreement of City, enforceable against City in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as such enforcement is subject to general principles of equity (whether in a proceeding in equity or at law). (d) The authorization, execution, delivery and performance of this Agreement by City do not require the consent, approval, authorization, order, registration or qualification of, or filing with, any governmental authority, court or arbitrator having jurisdiction over City or its assets or properties. (e) Neither the (i) authorization, execution and delivery of this Agreement; (ii) undertaking of any of the obligations set forth in this Agreement by City; nor (iii) obligations imposed or the rights granted to WDDF pursuant to this Agreement, conflict with, result in a breach or violation of, or constitute a default under (A) the City’s [charter], code of ordinances, or administrative code, (B) any contract, indenture, mortgage, deed of trust, loan agreement, credit agreement, note, lease or other agreement or instrument to which City is a party, or (C) any statute, rule or regulation or any judgment, order or decree of any governmental authority, court or arbitrator applicable to City.

Representations and Warranties of City. As a material inducement to WDDF to enter into this Agreement Lease and to consummate the transactions contemplated hereby, City hereby represents and warrants to WDDF, as of the Effective Commencement Date, as follows: (a) City is a Florida municipal corporation, which is located in St. Lucie County. (b) City has all requisite power and authority to execute, deliver and perform this AgreementLease. (c) This Agreement Lease has been duly authorized by all necessary action of the City Council, executed and delivered by City and constitutes a valid and binding agreement of City, enforceable against City in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as such enforcement is subject to general principles of equity (whether in a proceeding in equity or at law). (d) The authorization, execution, delivery and performance of this Agreement by City do not require the consent, approval, authorization, order, registration or qualification of, or filing with, any governmental authority, court or arbitrator having jurisdiction over City or its assets or properties. (e) Neither the (i) authorization, execution and delivery of this AgreementLease; (ii) undertaking of any of the obligations set forth in this Agreement Lease by City; nor (iii) obligations imposed or the rights granted to WDDF pursuant to this AgreementLease, conflict confliet with, result in a breach or violation of, or constitute a default under (A) the City’s [charter], code of ordinances, or administrative code, (B) any contract, indenture, mortgage, deed of trust, loan agreement, credit agreement, note, lease or other agreement or instrument to which City is a party, or (C) any statute, rule or regulation or any judgment, order or decree of any governmental authority, court or arbitrator applicable to City. (e) The authorization, execution, delivery and performance of this Lease by the City do not require the consent, approval, authorization, order, registration or qualification of, or filing with, any governmental authority, court or arbitrator having jurisdiction over the City or its assets or properties.

Representations and Warranties of City. As a material inducement to WDDF to enter into this Agreement Lease and to consummate the transactions contemplated hereby, City hereby represents and warrants to WDDF, as of the Effective Commencement Date, as follows: (a) City is a Florida municipal corporation, which is located in St. Lucie County. (b) City has all requisite power and authority to execute, deliver and perform this AgreementLease. (c) This Agreement Lease has been duly authorized by all necessary action of the City Council, executed and delivered by City and constitutes a valid and binding agreement of City, enforceable against City in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as such enforcement is subject to general principles of equity (whether in a proceeding in equity or at law). (d) The authorization, execution, delivery and performance of this Agreement by City do not require the consent, approval, authorization, order, registration or qualification of, or filing with, any governmental authority, court or arbitrator having jurisdiction over City or its assets or properties. (e) Neither the (i) authorization, execution and delivery of this AgreementLease; (ii) undertaking of any of the obligations set forth in this Agreement Lease by City; nor (iii) obligations imposed or the rights granted to WDDF pursuant to this AgreementLease, conflict with, result in a breach or violation of, or constitute a default under (A) the City’s [charter], code of ordinances, or administrative code, (B) any contract, indenture, mortgage, deed of trust, loan agreement, credit agreement, note, lease or other agreement or instrument to which City is a party, or (C) any statute, rule or regulation or any judgment, order or decree of any governmental authority, court or arbitrator applicable to City. (e) The authorization, execution, delivery and performance of this Lease by the City do not require the consent, approval, authorization, order, registration or qualification of, or filing with, any governmental authority, court or arbitrator having jurisdiction over the City or its assets or properties.