Representations by th e City Clause Samples

Representations by th e City. The City represents, warrants and covenants as (a) The City is a third-class city and political subdivision organized and existing under the laws of the State of Missouri. (b) The lease of the Leased Property by the City to the Trustee and the lease of the Leased Property by the Trustee to the City as provided in the Lease, is necessary, desirable and in the public interest, and the City hereby declares its current need for the Leased Property. (c) The City, pursuant to an ordinance adopted by its governing body, has full power and authority to enter into the transactions contemplated by this Base Lease and the Lease and to carry out its obligations hereunder and thereunder, and has been duly authorized to execute and deliver this Base Lease and the Lease and by proper action has duly authorized the execution and delivery of this Base Lease and the Lease. (d) Neither the execution and delivery of this Base Lease nor the Lease, nor the fulfillment of or compliance with the terms and conditions hereof or thereof, nor the consummation of the transactions contemplated hereby or thereby, conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the City is now a party or by which the City is bound. (e) The City has good and marketable fee title to the Leased Property. (f) The Leased Property is not subject to any dedication, easement, right-of- way, reservation in patent, covenant, condition, restriction, lien or encumbrance, except for the Permitted Encumbrances (as defined in the Lease), that would prohibit or materially interfere with the use of the Leased Property as contemplated by the Lease. (g) All taxes, assessments or impositions of any kind with respect to the Leased Property, except current taxes, if any, have been paid in full. (h) The Leased Property is properly zoned for the uses located thereon. (i) The City has not made, done, executed or suffered, and warrants that it will not make, do, execute or suffer, any act or thing whereby the City’s interests in any property now or hereafter included in the Leased Property will be or may be impaired, changed or encumbered in any manner whatsoever except as permitted by this Base Lease and the Lease. (j) There is no proceeding pending or to the City’s knowledge threatened in any court or before any governmental authority or arbitration board or tribunal challenging the validity of the proceedings of the governing body of the Ci...