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under any term or provision of, the Charter of the City of Lakewood,
<br />organizational documents or any of the terms of any agreement or
<br />instrument to which Seller is a party, or by which Seller is bound, or
<br />any provision of any applicable law, ordinance, rule or regulation of
<br />the City Council or any other governmental authority within or without
<br />the City of Lakewood or any provision of any applicable order,
<br />judgment, or. decree of any court, arbitrator or governmental authority.
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<br /> (c) Seller is the sole owner of the Premises and has full
<br />power and authority to enter into this Agreement for the sale of the
<br />Premises. No party other than Seller has or claims any unrecorded or
<br />undisclosed legal or equitable interest in the Premises..
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<br /> (d) Seller has not received, with respect to the Premises, any
<br />notices from any insurance companies, governmental agencies, or from
<br />any other parties of (i) any condition, defect or inadequacy, which, if
<br />not corrected, would result in termination of insurance coverage or
<br />increase its cost, (ii) any violations of building codes and/or
<br />zoning ordinances or other governmental laws, regulations, or orders,
<br />(iii) pending or threatened condemnation proceedings, (iv)' any
<br />proceedings which could or would cause the change, redefinition, or
<br />other modification of the zoning classification, or of other legal
<br />requirements applicable to the Premises or any part thereof, (v)
<br />pending or threatened litigation affecting the Premises in any way, or
<br />(vi) any other matters material to the Premises.
<br />
<br /> (e) Ail governmental approvals necessary for the construction
<br />and operation of the parking garage and all other improvements at the
<br />Premises have been obtained and are in full force and effect. The
<br />Premises are in full compliance with all building, health, traffic,
<br />environmental, flood control, fire safety, handicap, and other
<br />applicable rules, regulations, ordinances, and statutes of all local,
<br />state and federal authorities and any other governmental entity having
<br />jurisdiction over the Premises.
<br />
<br /> (f) Except as specified in the report of Michael Benza &
<br />Associates, P.E. regarding the structural condition of the Premises,
<br />dated July 27, 1989, a copy of'which is attached as Exhibit B hereto
<br />the parking garage and' all other improvements, at the Premises,
<br />including curbs, sidewalks, elevators, air cogditioning, roofs,
<br />mechanical, electrical, heating, ventilating and air conditioning
<br />equipment, plumbing, drainage and heating systems and other mechanical
<br />systems at or servicing the Premises and all other facilities and
<br />equipment relating thereto, are in good order and operating condition,
<br />free from physical or mechanical defects (whether latent or patent)
<br />and fully usable for their intended purpose.I
<br />
<br /> (g) Exhibit C completely and accurately sets' forth all
<br />existing service contracts, management agreements, and leases
<br />
<br />1014/RNS
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