1998 008 Ordinance - Laserfiche WebLink

Home Browse Search

(ii) Seller has the capacity and authority to execute this Agreement and perform the obligations of Seller under this Agreement. All action necessary to authorize the execution, delivery and performance of this Agreement by Seller has been taken and such action has not been rescinded or modified. (iii) There are (or at Closing will be) no outstanding written or oral leases, land contracts, licenses or other occupancy agreements in any way affecting the Premises, and at Closing no person or entity will have any right with respect to all or any portion of the Premises (whether by option to purchase, right of first refusal, contract, or otherwise) that will prevent or interfere with Purchaser taking title to, and exclusive possession of, all of the Premises on the Closing Date, except for the rights of holders of Permitted Exceptions. (iv) Seller is not subject to any judgment or decree of a court of competent jurisdiction or governmental agency that would limit or restrict Seller's right to enter into and carry out this Agreement. (v) Neither the execution of this Agreement nor the consummation of the transactions contemplated herein will constitute a breach under any contract or agreement to which Seller is a party or by which Seller is bound or affected or which affects the Premises or any part thereof. . (vi) There are no actions, suits or proceedings pending, or, to Seller's best knowledge, threatened, before any judicial body or any governmental authority or any order, writ, injunction, decree or demand of any court or any governmental authority relating to the Premises or any part thereof. (vii) There is no significant adverse factor or condition relating to the Premises known to Seller which has not been specifically disclosed in writing to Purchaser by Seller. (viii) To Seller's knowledge, any written materials, reports or documents provided by Seller to Purchaser or its agents are true and correct in all material respects and Seller shall immediately notify Purchaser of any material change in respect to the Premises or any information heretofore furnished to Purchaser in respect to the Premises. (ix) From the date hereof until closing, Seller shall: (i) not enter into any agreement or instrument or take any action which would constitute a lien or other encumbrance of the Premises, or which would be outside the normal scope of maintaining and operating the Premises, without the prior written consent of Purchaser. (x) All bills and other payments due with respect to the Premises have been (or at the Closing will be) paid and no Liens or other claims for the MRU\L960439\AGR00003.002 5