Common use of Representations, Warranties and Agreements of the City Clause in Contracts

Representations, Warranties and Agreements of the City. The City represents, warrants and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the Resolution, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the Bonds; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the Bonds, this Contract, the Resolution or any other documents contemplated to be executed in connection with the issuance and delivery of the Bonds; (c) This Contract, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and [END OF ARTICLE II]

Representations, Warranties and Agreements of the City. The City represents, warrants warrants, and agrees as follows: (a) The City is a municipal corporation and a political subdivision municipality of the State, having the power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract Contract, the Bond Resolution and the Resolutionfinancing of the Project, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the BondsSeries 2023 Bond; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the BondsSeries 2023 Bond, this Contract, the Bond Resolution or any other documents contemplated to be executed in connection with the issuance and delivery of the BondsSeries 2023 Bond; (c) This Contract, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and (d) There currently is in effect no other pledge of the Economic Development Millage other than that contemplated herein and [END OF ARTICLE II]in the Bond Resolution.

Representations, Warranties and Agreements of the City. The City represents, warrants warrants, and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having the power to enter into and execute, deliver and perform this ContractAgreement, and, by proper action of its governing body, has authorized the execution and delivery of this Contract Agreement and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the ResolutionAgreement, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the Bonds;Agreement; and (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract Agreement or which, in any way, would adversely affect the validity or enforceability of the Bonds, this Contract, the Resolution Agreement or any other documents contemplated to be executed in connection with the issuance and delivery of any funds contemplated by this Agreement to the Bonds;DDA; and (c) This ContractAgreement, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and [END OF ARTICLE II].

Representations, Warranties and Agreements of the City. The City represents, warrants warrants, and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the Resolution, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the BondsBond; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the BondsBond, this Contract, the Resolution Resolution, or any other documents contemplated to be executed in connection with the issuance and delivery of the BondsBond; (c) This Contract, upon execution of the same, will constitute the legal, valid valid, and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and and (d) No actions will be taken by the City which shall in any way impair the exclusion of interest on the Bond from federal income taxation. [END OF ARTICLE II]

Representations, Warranties and Agreements of the City. The City represents, warrants and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the Resolution, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the BondsBond; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the BondsBond, this Contract, the Resolution or any other documents contemplated to be executed in connection with the issuance and delivery of the BondsBond; (c) This Contract, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and [END OF ARTICLE II]

Representations, Warranties and Agreements of the City. The City represents, warrants and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the Resolution, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the Bonds; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the Bonds, this Contract, the Resolution or any other documents contemplated to be executed in connection with the issuance and delivery of the Bonds; (c) This Contract, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and and (d) No actions will be taken by the City which shall in any way impair the exclusion of interest on any of the Bonds from federal income taxation. [END OF ARTICLE End of Article II]

Representations, Warranties and Agreements of the City. The City represents, warrants warrants, and agrees as follows: (a) The City is a municipal corporation and a political subdivision municipality of the State, having the power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract Contract, the Bond Resolution and the Resolutionfinancing of the Project, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the BondsSeries 2023B Bond; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the BondsSeries 2023B Bond, this Contract, the Bond Resolution or any other documents contemplated to be executed in connection with the issuance and delivery of the BondsSeries 2023B Bond; (c) This Contract, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; ; (d) There currently is in effect no other pledge of the Economic Development Millage other than that provided in the 2023A Contract and [END OF ARTICLE II]the 2023A Bond Resolution, and contemplated herein and in the Bond Resolution; (e) The City certifies that the amount of money available from the levy of three mill per dollar upon the assessed value of the taxable property in the City for 2023 equals more than

Representations, Warranties and Agreements of the City. The City represents, warrants and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having power to enter into and execute, deliver and perform this Contract, and, by proper action of its governing body, has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the Resolution, and no approval or other action by any governmental authority, agency or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the BondsBond; (b) There is no litigation or proceeding pending, or to the knowledge of the City threatened, against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Contract or which, in any way, would adversely affect the validity or enforceability of the BondsBond, this Contract, the Resolution or any other documents contemplated to be executed in connection with the issuance and delivery of the BondsBond; (c) This Contract, upon execution of the same, will constitute the legal, valid and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, or result in a breach of any of the provisions of, or constitute a default under, any agreement or instrument to which the City is a party or by which the City is bound; and and (d) No actions will be taken by the City which shall in any way impair the exclusion of interest on any of the Bond from federal income taxation. [END OF ARTICLE End of Article II]

Representations, Warranties and Agreements of the City. The City represents, warrants warrants, and agrees as follows: (a) The City is a municipal corporation and a political subdivision of the State, having power to enter into and execute, deliver deliver, and perform this Contract, and, and by proper action of its governing body, body has authorized the execution and delivery of this Contract and the taking of any and all such actions as may be required on its part to carry out, give effect to, and consummate the transactions contemplated by this Contract and the Resolution, and no approval or other action by any governmental authority, agency agency, or other person is required in connection with the delivery and performance of this Contract by it except as shall have been obtained as of the date of delivery of the BondsBond; (b) There is no litigation or proceeding pendingpending or, or to the knowledge of the City threatenedCity, threatened against or affecting the City, nor to the best of the knowledge of the City is there any basis therefor, therefor wherein an unfavorable decision, ruling ruling, or finding would materially adversely affect the transactions contemplated by this Contract or which, which in any way, way would adversely affect the validity or enforceability of the BondsBond, this Contract, the Resolution Resolution, or any other documents contemplated to be executed in connection with the issuance and delivery of the BondsBond; (c) This Contract, upon execution of the same, will constitute the legal, valid valid, and binding obligation of the City enforceable in accordance with its terms, and performance by the City of its obligations hereunder will not violate, violate or result in a breach of any of the provisions of, of or constitute a default under, under any agreement or instrument to which the City is a party or by which the City is bound; and and (d) No actions will be taken by the City which shall in any way impair the exclusion of interest on the Bond from federal income taxation. [END OF ARTICLE II]