CCP 06-02-2014 - Laserfiche WebLink

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(b) The Redeveloper has duly authorized the execution of this Agreement and the performance of its obligations hereunder, and neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement, is prevented, limited by or conflicts with or results in a breach of, any indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (c) Subject to the conditions contained in Article IV below, the Redeveloper will construct the Minimum Improvements in accordance with Applicable Laws. (d) The Redeveloper will obtain all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all Applicable Laws that must be obtained or met before the Minimum Improvements may be lawfully constructed. (e) The Redeveloper will reasonably cooperate with the City and Owner with respect to any litigation commenced by third parties in connection with this Agreement and any litigation commenced by the City or Owner against third parties in connection with this Agreement. (f) There are no pending or threatened legal proceedings of which the Redeveloper has knowledge which seek to restrain or enjoin the transactions contemplated by the Agreement or which question the authority of the Redeveloper to execute and deliver this Agreement or the validity of this Agreement. (g) The Redeveloper has delivered to the Owner all current surveys and title reports for the Redevelopment Property. (h) Exhibit H includes all environmental reports and other documents in the Redeveloper's possession or control regarding the environmental condition of the Redevelopment Property and the Option Property. Section 2.3. Representations and Warranties by the Owner. The Owner represents and warrants to Redeveloper and to the City that: (a) The Owner is a corporation organized and in good standing under the laws of the State of Delaware. (b) The Owner has duly authorized the execution of this Agreement and the performance of its obligations hereunder, and neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement, is prevented, limited by or conflicts with or results in a breach of, any indebtedness, agreement or instrument of whatever nature to which the Owner is now a party or by which it is bound, or constitutes a default under any of the foregoing. (c) Subject to the conditions set forth in this Agreement, including, without limitation, those contained in Article IV below, Owner will acquire the Redevelopment Property 10