|
consummation of the transactions contemplated by this Agreement will result in any breach of or
<br />constitute a default under or conflict with any agreement, covenant, law, regulation, ordinance or
<br />obligation binding upon City. No approvals, authorizations or consents of any separate public
<br />body or of any person are necessary in connection herewith. City has the legal right, power and
<br />authority to enter into this Agreement and all documents, instruments or agreements referenced
<br />herein to be executed by City, and to consummate the transaction contemplated hereby. All
<br />individuals executing this Agreement and all other documents, instruments or agreements required
<br />hereunder, on behalf of City, have the legal right, power and actual authority to bind City to the
<br />terms and conditions hereof and thereof.
<br />8.2.3 Compliance with Law. City has no knowledge and has received no
<br />notice (i) that the City Property is in violation of any applicable statutes, ordinances, and
<br />regulations, including those relating to environmental and health and safety requirements including
<br />those governing the storage, discharge, use and cleaning of toxic or hazardous substances and
<br />materials; (ii) of any presently pending or threatened action or proceeding under any environmental
<br />or health and safety statutes, ordinances, or regulations; or (iii) of the existence of any present or
<br />pending order or directive of any city, county, state, or federal authority, or any agency thereof,
<br />requiring that any work or repair, maintenance, improvement, or pollution or contamination
<br />abatement be performed on the City Property.
<br />8.2.4 No Liti ag tion. There are no actions, claims, suits, or proceedings of
<br />any kind or nature whatsoever, legal or equitable, pending or, to the best of City's knowledge,
<br />threatened against City or the City Property or relating to or arising out of the ownership,
<br />management, condition, or operation of the City Property, in any court or before or by any federal,
<br />state, county or municipal department, commission, board, bureau, agency, or other governmental
<br />instrumentality.
<br />8.2.5 No Mechanic's Liens. No work has been done upon, or materials
<br />delivered to, the City Property by or at the request of City, or with City's knowledge, which is not
<br />fully paid for, nor, to the best of City's knowledge, does any person, firm or corporation now have,
<br />nor, to the best of City's knowledge, will it have upon the giving of any notice or passage of time
<br />or otherwise, any mechanic's or materialman's lien rights with respect to the City Property or any
<br />part or parcel thereof.
<br />8.2.6 No Adverse Agreements. There are no adverse possessors,
<br />tenancies or occupancy agreements affecting possession of the City Property, or any portion
<br />thereof, except as disclosed in this Agreement, nor has any option to purchase the City Property,
<br />or any portion thereof, been granted by City to any party. No party (other than the County pursuant
<br />to this Agreement) has the right to acquire the City Property.
<br />8.2.7 No Bankruptcy Proceedings. City is not the subject of a bankruptcy,
<br />insolvency or similar proceeding.
<br />8.2.8 Environmental Status. In accordance with California Health and
<br />Safety Code Section 25359.7, City warrants and represents to County that it is not aware that any
<br />release of Hazardous Materials has come to be located upon or under the City Property. Neither
<br />City nor, to the actual knowledge of City, without duty of inquiry, any third parties during the
<br />period of time the City Property has been owned by City have generated, handled, manufactured,
<br />10
<br />Project Name: Santa Ana Property Exchange
<br />
|