Town’s Representations and Warranties. The Town represents, warrants and covenants to Grantor as follows:
Town’s Representations and Warranties. 1.10.1 The Town represents and warrants to the Purchaser as follows:
(a) The Town has the lawful authority to sell the Lands and all Council approvals have been given and all corporate authority exists for the Town to complete the transaction in accordance with its terms;
(b) The Seller represents and warrants to the best of the Seller's knowledge and belief that during the period of his ownership of the property, that all environmental laws and regulations have been complied with, no hazardous conditions or substances exist on the land, no limitations or restrictions affecting the continued use of the property exist, other than those specifically provided for herein, no pending litigation respecting Environmental matters, no outstanding Ministry of Environment Orders, investigations, charges or prosecutions regarding Environmental matters exist, there has been no prior use as a waste disposal site, and all applicable licenses are in force. The Seller agrees to provide to the Buyer upon request, all documents, records, and reports relating to environmental matters that are in the possession of the Seller. The Seller further authorizes the Ministry of Environment and Climate Change, to release to the Buyer, the Buyer's Agent, or Solicitor, any and all information that may be on record in the Ministry office with respect to the said property. The Parties agree that this representation and warranty shall form an integral part of this Agreement and survive the completion of this transaction, but apply only to circumstances existing at completion of this transaction.
Town’s Representations and Warranties. Subject to the terms, conditions and limitations set forth in this Agreement, Town hereby represents and warrants to Water Company and Van Tuyl Entities as follows:
13.1 Subject only to receipt of Council Approval, to Town’s knowledge, it has full power and authority to execute, deliver and perform Town’s obligations under this Agreement as well as the Transfer Documents.
13.2 To Town’s knowledge, there are no actions or proceedings pending or threatened against Town which may whatsoever affect the validity or enforceability of this Agreement or any of the Transfer Documents.
13.3 The execution, delivery and performance of this Agreement and the Transfer Documents have not and will not constitute a breach or default under any other agreement, law or court order under which Town is a Party or may be bound.
Town’s Representations and Warranties. The Town hereby makes the following representations and warranties to Exelon:
(a) The Town is a municipal corporation and body politic of the Commonwealth of Massachusetts.
(b) Subject to satisfaction of the conditions precedent in Section 12, this PILOT constitutes the legal, valid and binding obligation of the Town enforceable in accordance with its terms. The Town will take all necessary action to authorize and approve the execution and delivery of this PILOT.
(c) The person executing this PILOT on behalf of the Town has the full power and authority to bind it to each and every provision of this PILOT.
Town’s Representations and Warranties. The Town represents, warrants and covenants to Battle North as follows:
Town’s Representations and Warranties. The Town hereby makes the following representations and warranties to Medway Grid:
(a) The Town is a municipal corporation and body politic of the Commonwealth of Massachusetts.
(b) Subject to satisfaction of the conditions precedent in Section 12, this PILOT constitutes the legal, valid and binding obligation of the Town enforceable in accordance with its terms. The Town will take all necessary action to authorize and approve the execution and delivery of this PILOT.
(c) The Town is not prohibited from entering into this PILOT and discharging and performing all of its covenants and obligations to be performed under and pursuant to this PILOT by the terms, conditions or provisions of any law, any order of any court or other agency or authority of government, or any agreement or instrument to which the Town is a party or by which the Town is bound.
(d) The person executing this PILOT on behalf of the Town has the full power and authority to bind it to each and every provision of this PILOT.
Town’s Representations and Warranties. The Town hereby represents and warrants to Developer that the following are true and correct as of the date of signature and the Effective Date:
Town’s Representations and Warranties. 1.10.1 The Town represents and warrants to the Purchaser as follows:
(a) The Town has the lawful authority to sell the Property and all Council approvals have been given and all corporate authority exists for the Town to complete the transaction in accordance with its terms;
(b) The Town shall, at its expense, provide to the Purchaser,
(i) a deposited reference plan of survey of the Property; and
(ii) Environmental Site Assessments and Other Property Specific Reports within the times prescribed on the Table of Critical Dates;
1.10.2 All of the Town’s representations and warranties shall survive closing.
Town’s Representations and Warranties. The Town hereby represents and warrants that the following statements are now, and will be as of the closing date, true and correct, to the best of the Town's knowledge.
a. There is no action, suit or proceeding pending, or to the best of the Town's knowledge threatened, against or otherwise affecting the Town or the Property in any court of law or equity, or before any governmental authority, in which an adverse decision might materially impair the Town's ability to perform its obligations under this Agreement.
b. There is no pending or threatened condemnation or similar proceeding affecting the Property.
c. The Property is being sold free and clear of all service contracts, agreements, leases and other occupancy rights.
d. The Town has not received any notice of any violations of any applicable law related to the Property.
e. The Town is not aware of any special assessments to be levied against the property after its acquisition by Purchaser.
f. The Town shall give Purchaser prompt written notice if any of the representations or warranties made by Town in this Agreement are no longer true or correct in any material manner.
Town’s Representations and Warranties. The Town represents, warrants and covenants to Battle as follows:
