REPRESENTATIONS AND WARRANTIES OF MALL II BUYER Sample Clauses

REPRESENTATIONS AND WARRANTIES OF MALL II BUYER. Mall II Buyer represents and warrants to Developer as follows: (a) Schedule "10," Part Two, which sets forth representations and warranties by Mall II Buyer concerning its organization and ownership, authorization of this Agreement, and other matters, is incorporated herein by reference. (b) Except as set forth in Schedule "6," there are no approvals, authorizations, consents or other actions by or filings with any Person which are required to be obtained or completed by Mall II Buyer in connection with the execution and delivery of this Agreement or any of the Closing Instruments or in connection with any other action required to be taken by Mall II Buyer hereunder at or before the Closing. (c) To Mall II Buyer's actual knowledge, there are no outstanding judgments, orders, writs, injunctions, or decrees of any Government Authority, no pending Legal Proceedings or material threats of Legal Proceedings, against Mall II Buyer which would have a material adverse effect on Mall II Buyer's performance of its obligations under this Agreement or the Closing Instruments. (d) No petition for relief or similar Legal Proceeding has been filed (and not dismissed within 60 days) pursuant to the United States Bankruptcy Code with respect to Mall II Buyer. The representations and warranties of Mall II Buyer in this Section are true, correct, and complete in all material respects as of the date of this Agreement. Before the Closing Date, Mall II Buyer shall give Developer updates of Schedules "6" and "10" so that, with the information and revisions then reflected in such updates, the representations and warranties in this Section shall be true, correct and complete as of the Closing Date.
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