Common use of Representations by the County Clause in Contracts

Representations by the County. The County represents and warrants as follows: (a) The County is a duly constituted body politic and corporate and a political subdivision of the State under the provisions of Title 4 of the Code of Laws of South Carolina, 1976, as amended. (b) The conveyance of title to the 2020 Facilities and the demise and lease of the Real Property to the Corporation, as provided in this Base Lease, in order to allow the Corporation to provide for the acquisition, construction, renovation and equipping of all or a portion of the Project Facilities, the 2020 Real Property and the Ancillary Facilities, and the sale of the Project Facilities by the Corporation to the County pursuant to the Facilities Agreement has been undertaken to enable the County to provide public facilities and improvements in the County. (c) The County Council has full power and authority to enact the Ordinance and the County has full power and authority to enter into the transactions contemplated by this Base Lease and to carry out its obligations hereunder. (d) Neither the execution and delivery of this Base Lease, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the County is now a party or by which the County is bound. (e) The County has not made, done, executed or suffered, and warrants that it will not make, do, execute or suffer, any act or thing whereby the County’s interests in the Real Property shall be or may be impaired, changed or encumbered in any manner whatsoever except as permitted by this Base Lease or the Facilities Agreement. (f) The County is (or, prior to subjection thereof to this Base Lease, shall be) the fee owner of the Real Property free and clear of all liens, encumbrances and restrictions (including, without limitation, leases) other than Permitted Encumbrances.

Representations by the County. The County represents and warrants as follows: (a) The County is a duly constituted body politic and corporate and a political subdivision of the State under the provisions of Title 4 of the Code of Laws of South Carolina, 1976, as amended. (b) The conveyance of title to the 2020 Facilities and the demise and lease of the Real Property to the Corporation, as provided in this Sub- Base Lease, in order to allow the Corporation to provide for the acquisition, construction, renovation and equipping of all or a portion of the Project Facilities, the 2020 Real Property and the Ancillary Facilities, Facilities and the sale of the Project Facilities by the Corporation to the County pursuant to the Facilities Agreement has been undertaken to enable the County to provide assist the College in providing public facilities and improvements in the County. (c) The County Council has full power and authority to enact the Ordinance and the County has full power and authority to enter into the transactions contemplated by this Base Lease the County Agreements and to carry out its obligations hereunder. (d) Neither the execution and delivery of this Base Leasethe County Agreements, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the County is now a party or by which the County is bound. (e) The County has not made, done, executed or suffered, and warrants that it will not make, do, execute or suffer, any act or thing whereby the County’s interests in the Real Property shall be or may be impaired, changed or encumbered in any manner whatsoever except as permitted by this Base Lease or the Facilities AgreementCounty Agreements. (f) The County is (or, prior to subjection thereof to this Base Lease, shall be) the fee owner of the Real Property is free and clear of all liens, encumbrances and restrictions (including, without limitation, leases) other than Permitted Encumbrances.

Representations by the County. The County represents and warrants makes the following representations as followsthe basis for the undertakings on its part herein contained: (a) The County is a duly constituted body politic and corporate and a political subdivision of the State duly created and existing under the Constitution and laws of the State. Under the provisions of Title 4 of the Code of Laws of South CarolinaAct, 1976, as amended. (b) The conveyance of title to the 2020 Facilities and the demise and lease of the Real Property to the Corporation, as provided in this Base Lease, in order to allow the Corporation to provide for the acquisition, construction, renovation and equipping of all or a portion of the Project Facilities, the 2020 Real Property and the Ancillary Facilities, and the sale of the Project Facilities by the Corporation to the County pursuant to the Facilities Agreement has been undertaken to enable the County to provide public facilities and improvements in the County. (c) The County Council has full power and authority to enact the Ordinance and the County has full the power and authority to enter into the transactions contemplated by this Base Lease Agreement and to carry out its obligations hereunder. (d) . The Project constitutes and will constitute a "project" within the meaning of the Act. Neither the execution and delivery of this Base LeaseAgreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or a compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated herebyconflicts with, conflicts with or results in a breach of, any of the terms, conditions or provisions of any applicable statute, rule or regulation, restriction or limitation or any agreement agreement, instrument or instrument court or other Governmental order to which the County is now a party or by which it is bound, or constitutes a default under any of the foregoing. By proper corporate action, the County has been duly authorized to execute and delivery this Agreement. (b) The County has determined that the issuance of the Bonds, the acquisition, construction and installation of the Project and the sale of the Project to the Company is bounda lawful and valid public purpose in that it will promote the industrial economy of the State, increase opportunities for gainful employment and purchasing power, improve living conditions, and otherwise contribute to the prosperity and welfare of the State and its inhabitants. (c) Notwithstanding anything herein contained to the contrary, any obligation the County may hereby incur for the payment of money shall not be a general debt on its part but shall be payable solely from proceeds derived from this Agreement, the sale of the Bonds, the condemnation awards as herein described and any other revenues derived from its ownership of the Project. (d) The County has been induced to enter into this undertaking by the promise of the Company to locate a new industrial facility in the County, which will increase employment opportunities in the County by approximately 100 - 150 jobs. (e) To accomplish the foregoing, the County proposes to issue $5,800,000 in aggregate principal amount of its Bonds simultaneously with the execution and delivery hereof. The County has not madedate, donedenomination, executed or sufferedinterest rate, maturity schedule, redemption provisions and warrants that it will not make, do, execute or suffer, any act or thing whereby other pertinent provisions with respect to the County’s interests Bonds are set forth in the Real Property shall be or may be impaired, changed or encumbered in any manner whatsoever except as permitted Indenture (particularly Articles II and III thereof) and by this Base Lease or the Facilities Agreementreference thereto they are incorporated herein. (f) The County is (orBy resolution duly adopted July 17, prior to subjection thereof to this Base Lease1979, shall be) the fee owner Board took official action providing for the acquisition, construction, installation and selling of the Real Property free Project and clear the financing of all liensthe Project through the issuance of the Bonds. (g) The Bonds are being issued under and secured by the Indenture, encumbrances pursuant to which the County's right, title and restrictions interest herein (including, without limitation, leasesthe security interest in the Project Equipment specifically granted to the County herein) and the purchase price payments, other than Permitted Encumbrancespayments and revenues arising out of or in connection with the County's ownership of the Project will be pledged, the Project will be mortgaged to the Trustee and a security interest in the aforesaid will be created as security for the payment of the principal of and the interest on the Bonds.

Representations by the County. The County represents and warrants as follows: (a) The County is a duly constituted body politic and corporate and a political subdivision of the State under the provisions of Title 4 of the Code of Laws of South Carolina, 1976, as amendedState. (b) The conveyance of title to the 2020 Existing Facilities and the demise and lease of the Project Facilities Real Property to the Corporation, as provided in this Base Lease, in order to allow the Corporation to provide for the acquisition, construction, renovation and equipping of all or a portion expansion of the Project Facilities, the 2020 Real Property and the Ancillary Facilities, and the sale of the Project Facilities by the Corporation to the County pursuant to the Facilities Agreement has been undertaken to enable the County to provide public facilities and improvements in the County. (c) The County Council has full power and authority to enact the Ordinance Ordinance, and the County has full power and authority to enter into the transactions contemplated by this Base Lease and to carry out its obligations hereunder. (d) Neither the execution and delivery of this Base Lease, nor the fulfillment of or compliance with the terms and conditions hereof, nor the consummation of the transactions contemplated hereby, conflicts with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which the County is now a party or by which the County is bound. (e) The County has not made, done, executed or suffered, and warrants that it will not make, do, execute or suffer, any act or thing whereby the County’s interests in the Project Facilities Real Property and the Project Facilities shall be or may be impaired, changed or encumbered in any manner whatsoever except as permitted by this Base Lease or the Facilities Agreement. (f) The County is (orhas, prior to subjection or upon the acquisition by the Commission thereof to this Base Leasewill have, shall be) a leasehold interest in the fee owner of the Project Facilities Real Property free and clear of all liens, encumbrances and restrictions (including, without limitation, leases) other than Permitted Encumbrances. (g) The Commission is, or upon the acquisition therefore will be, the fee owner of the Project Facilities Real Property free and clear of all liens, encumbrances and restrictions (including, without limitation, leases) except for a leasehold interest granted to the County in the Ground Lease and to Permitted Encumbrances.