Representations by City. City represents that:
a) City is a home rule Texas municipal corporation and has the power to enter into and has taken all actions to date required to authorize this Agreement and to carry out its obligations hereunder;
b) City knows of no litigation, proceedings, initiative, referendum, investigation or threat of any of the same contesting the powers of City or its officials with respect to this Agreement that has not been disclosed in writing to Developer;
c) City knows of no law, order, rule or regulation applicable to City that would be contravened by, or conflict with the execution and delivery of this Agreement.
d) This Agreement constitutes a valid and binding obligation of City, enforceable according to its terms, except to the extent limited by bankruptcy, insolvency and other laws of general application affecting creditors’ rights and by equitable principles, whether considered at law or in equity. City will defend the validity of this Agreement in the event of any litigation arising hereunder that names City as a party or which challenges the authority of City to enter into or perform its obligations hereunder.
Representations by City. City represents to Contractor that City is duly organized and existing in good standing under the laws of the State and is duly qualified and authorized to carry on the governmental functions and operations as contemplated by this Agreement.
Representations by City. The City represents and warrants that:
(a) The City is a municipal corporation duly organized and validly existing under the laws of the State. Under the provisions of the Act, the City has been authorized by action of its governing body to enter into the transactions contemplated by this Loan Agreement and to carry out its obligations hereunder.
(b) The City agrees to make the Loan for the purpose of financing a portion of the construction of the Project for the benefit of the Borrower, to benefit the health, safety, morals and general welfare of the citizens of the City, increase economic well-being of the State, promote job opportunities and attract major new businesses.
Representations by City. City represents to Authority that:
Representations by City. City represents and warrants that:
Representations by City. City represents and warrants to Developer as follows:
(a) City is a California municipal corporation. The execution, performance, and delivery of this Agreement by City has been fully authorized by all requisite actions on the part of City. The persons who have executed this Agreement on behalf of City are authorized to bind City by their signatures hereto.
(b) City does not, as far as is known to City, have any contingent obligations or contractual agreements which will adversely affect the ability of City to carry out its obligations hereunder.
(c) There are no pending or, so far as is known to City, threatened, legal proceedings to which City is or may be made a party or to which it or any of its property is or may become subject, which will adversely affect the ability of City to carry out its obligations hereunder.
(d) There is no action or proceeding pending or, to City's knowledge, threatened, looking toward the dissolution or liquidation of City and there is no action or proceeding pending or, to City's knowledge, threatened by or against City which could affect the validity and enforceability of the terms of this Agreement, or adversely affect the ability of City to carry out its obligations hereunder.
(e) City is not the subject of a bankruptcy proceeding.
(f) To City's knowledge, the execution and delivery of this Agreement and all other documents to be executed by City pursuant to this Agreement will not constitute or result in any default or event that with notice or the lapse of time, or both, would be a default, breach, or violation of any other agreement, instrument, or arrangement by which City is bound.
(g) To City's knowledge, the execution and delivery of this Agreement and all other documents to be executed by City pursuant to this Agreement and the consummation of the transactions contemplated herein will not violate any provision of or require any consent, authorization, or approval under any law or administrative regulation or any other order, award, judgment, writ, injunction or decree applicable to, or any governmental permit or license issued to City.
(h) To City's knowledge, no representation, warranty, or covenant of City in this Agreement, or in any document or certificate furnished or to be furnished to Developer pursuant to this Agreement, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements contained herein or therein not misleading....
Representations by City. The City makes the following affirmative representations as the basis for the undertakings on the CCM's part herein contained:
(a) The City is a political subdivision of the State of South Carolina and a body politic and corporate, duly organized and validly existing under the constitution and laws of the State of South Carolina, with full legal right, power and authority to enter into and perform its obligations under this Agreement.
(b) The City has duly authorized the execution, delivery and performance of this Agreement and this Agreement has been duly executed and delivered by the City.
Representations by City. City represents and warrants to Developer, as of the Effective Date and as of the Closing, as follows:
Representations by City. The City represents and warrants that:The City is a municipal corporation organized and validly existing under the laws of the State of Indiana. Under the provisions of the Act, the City is authorized to enter into the transactions contemplated by this Financing Agreement and to carry out its obligations hereunder. The City has been duly authorized to execute and deliver this Financing Agreement. The City agrees that it will do or cause to be done all things within its control and necessary to preserve and keep in full force and effect its existence.
(a) The City agrees to provide funds from the issuance of the Series 20 A Bonds to Developer for financing the construction of the Project for the benefit of the holders of the Series 20 A Bonds, to create additional employment opportunities in the City and to benefit the health, safety, morals and general welfare of the citizens of the City and the State of Indiana, and to secure the Series 20 A Bonds by pledging certain of its rights and interest in this Financing Agreement to the Trustee.
(b) The City covenants to timely pay the Pledged Tax Increment [and Taxpayer Payments] to the Trustee as provided in the Indenture.
Representations by City. Upon the execution and approval of this Agreement by the Sparks City Council and following the revocation period set forth in paragraph 14, the City agrees that:
a) The City will make the payments described in Paragraph 1;
b) Any disciplinary documents in Xxxxxxx'x official personnel file will be sealed and retained by the Sparks City Attorney and not reopened unless Xxxxxxx reapplies for employment with the City of Sparks, or violates the terms of the Settlement Agreement, or attempts to pursue any administrative or judicial claim against the City or any of its employees or elected officials or if ordered unsealed and released by a court of competent jurisdiction or as otherwise required by Nevada law;
c) The Parties agree that each should proceed in the future without disparaging the reputation, character or performance of the other. The City agrees to refrain from making disparaging comments about Xxxxxxx and to provide neutral responses to inquiries by any prospective employer of Xxxxxxx. The City agrees to respond to such inquiries by providing only the following information: date of hire, date of separation from employment, position held and salary earned;
d) Upon approval of this Agreement, Xxxxxxx will be placed on paid Administrative Leave solely for the purpose of carrying out the calculation to purchase four years and no months of PERS service credit and subject to Nevada PERS statutes, rules and regulations.
