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8.2.2 City shall pay documentary transfer taxes, if any, as specified in
<br /> the Documentary Transfer Tax Statement.
<br /> 9. Representations and Warranties; Covenants.
<br /> 9.1 County's Representations and Warranties. As a material inducement to
<br /> City to enter into this Agreement, the County makes the following covenants, representations
<br /> and warranties to City set forth in this Section 9.1 as of the date hereof and as of the Close of the
<br /> Closing.
<br /> 9.1.1 Property Owner. The County is the owner of the Property and has
<br /> the right,power and authority to transfer the same to City pursuant to this Agreement.
<br /> 9.1.2 County's Authority to Execute Agreement. The County is a
<br /> political subdivision of the State of California. Neither the execution and delivery of this
<br /> Agreement nor the performance or consummation of the transactions contemplated by this
<br /> Agreement will result in any breach of or constitute a default under or conflict with any
<br /> agreement, covenant, law, regulation, ordinance or obligation binding upon County. No
<br /> approvals, authorizations or consents of any separate public body or of any person are necessary
<br /> in connection herewith. The County has the legal right, power and authority to enter into this
<br /> Agreement and all documents, instruments or agreements referenced herein to be executed by the
<br /> County, and to consummate the transaction contemplated hereby. All individuals executing this
<br /> Agreement, and all other documents, instruments or agreements required hereunder, on behalf of
<br /> the County, have the legal right, power and actual authority to bind the County to the terms and
<br /> conditions hereof and thereof.
<br /> 9.1.3 Compliance with Law. The County has no knowledge and has
<br /> received no notice (i) that the Property is in violation of any applicable statutes, ordinances, and
<br /> regulations, including those relating to environmental and health and safety requirements
<br /> including those governing the storage, discharge, use and cleaning of toxic or hazardous
<br /> substances and materials; (ii) of any presently pending or threatened action or proceeding under
<br /> any environmental or health and safety statutes, ordinances, or regulations; or (iii) of the
<br /> existence of any present or pending order or directive of any city, county, state, or federal
<br /> authority, or any agency thereof, requiring that any work or repair, maintenance, improvement,
<br /> or pollution or contamination abatement be performed on the County Property.
<br /> 9.1.4 No Liti ag tion. There are no actions, suits, or proceedings of any
<br /> kind or nature whatsoever, legal or equitable, pending or, to the best of the County's knowledge,
<br /> threatened against the County or the Property or relating to or arising out of the ownership,
<br /> management, condition, or operation of the Property, in any court or before or by any federal,
<br /> state, county or municipal department, commission, board, bureau, agency, or other
<br /> governmental instrumentality.
<br /> 9.1.5 No Mechanic's Liens. No work has been done upon, or materials
<br /> delivered to, the Property by or at the request of the County, or with the County's knowledge,
<br /> which is not fully paid for, nor, to the best of the County's knowledge, does any person, firm or
<br /> corporation now have, nor, to the best of the County's knowledge, will it have upon the giving of
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<br /> Project Name:County of Orange/Santa Ana Plaza of the Fountains Property Transfer
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