03-2024 - Authorize Development Agreement with LDC Warren LTD, LLC

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DocuSign Envelope ID: 92860B03-367C-49AA-BA95-OFDE6BFCF177 (6) To the best of Developer's knowledge, there is no pending litigation, investigation or claim which materially and adversely affects or which might materially and adversely affect the Developer's performance of this Agreement and to the best of the Developer's knowledge, there is no threatened litigation, investigation or claim that materially and adversely affects or that might materially and adversely affect the Developer's performance of this Agreement; and (7) The representations and agreements of the Developer made in this Agreement are as of the date of the execution of this Agreement and such representations made by the Developer are made with the knowledge and expectation that such representations are to be treated as material to the City entering into this Agreement, and the Developer further represents that to its knowledge, as of the date of this Agreement, no representation set forth in this Agreement contains any untrue statement of material fact. E. Developer does hereby warrant, except as disclosed in writing to the City, that it has not employed or retained any company or person \ other than a bona fide employee working solely for the Developer to solicit or secure this Agreement, and that the Developer has not paid or has not agreed to pay any fee, commission, percentage, brokerage fee, or other consideration contingent upon or resulting from the award or making of this Agreement. Developer does hereby warrant that it is not prohibited from contracting with the City by any provision of the Ohio Revised Code relating to conflicts of interest, illegal interest in government contracts, or any other ethical prohibition, and for breach or violation of this warranty, the City shall have the right to annul this Agreement with no further obligation or penalty. III. CITY COVENANTS AND REPRESENTATIONS The City represents and warrants to the Developer as follows: A. Neither the entering into this Agreement nor the performance thereof will constitute a violation or breach by the City of any contract, agreement, understanding or instrument to which the City is a party, or by which the City is subject or bound, of any judgment, order, writ, injunction or decree issued against or imposed upon them, or will result in the violation of any applicable law, order, rule or regulation of any governmental or quasi -governmental authority. B. To the best of the City's knowledge, there is no pending or, threatened litigation, investigation or claim which affects or which might affect the anticipated TIF and/or CRA Ordinances or other planned Incentives, or the City's performance of this Agreement. C. Except for actions contemplated by this Agreement, as of the date of the execution of this Agreement, the City has no information or knowledge of any change contemplated in the applicable laws, ordinances or restrictions or any judicial or administrative action R