Common use of Property Representations Clause in Contracts

Property Representations. With respect to the Property, Seller represents and warrants as follows: (a) To Seller's knowledge there are no parties in possession of any portion of the Property as lessees, trespassers or otherwise, that are not affiliates of the Buyer. (b) To Seller's knowledge, Seller and Seller's affiliates use and operation of the Property, and all activities conducted thereon, have been in compliance with all applicable laws, regulations, ordinances, codes, and rules. (c) To Seller's knowledge, Seller is not aware of any defects or inadequacies in the Property or any part thereof that would adversely materially affect the insurability of the Property or the ability of Buyer to use the same for the uses of which the Property is currently utilized. (d) To Seller's Knowledge, there are no current violation by the Property of any laws, ordinances, or regulations applicable to the Property, and Seller is in compliance with any past notices of past violations. Seller shall disclose to Buyer any notices or information relating to violations received after the Effective Date. (e) There is no litigation pending or, to Seller's Knowledge, threatened against Seller that arises out of the ownership of the Property or otherwise relating to the Property currently pending. (f) Seller has neither filed nor, to the Seller's Knowledge, been the subject of any filing or petition under any federal or state insolvency laws, including any action or filing brought by the Seller under Title 11 of the U.S. Code, and any laws for composition of indebtedness or for the reorganization of debtors. (g) There is no agreement to which Seller is a party or to Seller's Knowledge binding on Seller which is in conflict with this Agreement. There is no action or proceeding pending or, to Seller's Knowledge, threatened against U1e Prope1ty, including condemnation proceedings, or against the Seller which challenges or impairs Seller's ability to execute or perform its obligations under this Agreement. Nor is there any pending enforcement and/or inspection citation(s) issued currently against the Property by the city, municipality, or other regulatory agencies where the Property is located. Seller to cure any citations prior to Closing. (h) No condemnation or eminent domain proceedings are pending or, to Seller's Knowledge,. threatened against the Property. (i) The existing zoning for the Property permits the current use of the Property, is not pursuant to any variance or conditional permit granted with respect to the Property not otherwise evidenced by a survey or title search and does not require any further approval nor any other action by the owner of the Property to continue its current use. That Seller will not seek any changes in zoning of the Property without the prior written consent of ▇▇▇▇▇.

Property Representations. With respect to the Property, Seller represents and warrants as follows: (a) To Seller's knowledge there are no parties in possession of any portion of the Property as lessees, trespassers or otherwise, that are have not affiliates of the been disclosed to Buyer. (b) To Seller's knowledge, Seller and Seller's ’s affiliates use and operation of the Property, and all activities conducted thereon, have been in compliance with all applicable laws, regulations, ordinances, codes, and rules. (c) To Seller's ’s knowledge, Seller is not aware of any defects or inadequacies in the Property or any part thereof that would adversely materially affect the insurability of the Property or the ability of Buyer Seller to use the same for the uses of which the Property is currently utilizedutilized or is to be utilized pursuant to the terms of the Leaseback. (d) To Seller's ’s Knowledge, there are no current violation by the Property of any laws, ordinances, or regulations applicable to the Property, and Seller is in compliance with any past notices of past violations. Seller shall disclose to Buyer any notices or information relating to violations received after the Effective Date. (e) There is no litigation pending or, to Seller's ’s Knowledge, threatened against Seller that arises out of the ownership of the Property or otherwise relating to the Property currently pending. (f) Seller has neither filed nor, to the Seller's ’s Knowledge, been the subject of any filing or petition under any federal or state insolvency laws, including any action or filing brought by the Seller under Title 11 of the U.S. Code, and any laws for composition of indebtedness or for the reorganization of debtors. (g) There is no agreement to which Seller is a party or to Seller's Knowledge binding on Seller which is in conflict with this Agreement. There is no action or proceeding pending or, to Seller's Knowledge, threatened against U1e Prope1tythe Property, including condemnation proceedings, or against the Seller which challenges or impairs Seller's ability to execute or perform its obligations under this Agreement. Nor is there any pending enforcement and/or inspection citation(s) issued currently against the Property by the city, municipality, or other regulatory agencies where the Property is located. Seller to cure any citations prior to Closing. (h) No condemnation or eminent domain proceedings are pending or, to Seller's ’s Knowledge,. , threatened against the Property. (i) The existing zoning for the Property permits the current use of the Property, is not pursuant to any variance or conditional permit granted with respect to the Property not otherwise evidenced by a survey or title search and does not require any further approval nor any other action by the owner of the Property to continue its current use. That Seller will not seek any changes in zoning of the Property without the prior written consent of ▇▇▇▇▇. (j) To the Seller’s Knowledge, there are several contracts and agreements relating to the ownership, operation and maintenance of the Property that will survive the Closing, that shall remain the responsibility of Seller’s affiliate, and none that will survive for which Seller’s affiliate is not privy. (k) To Seller’s Knowledge, Seller has at all times complied and is in compliance in all material respects with all environmental laws (including without limitation all permits and licenses required thereunder) applicable to the Property; (b) Seller has not received any oral or written notice of any violation of, or any liability (contingent or otherwise) for corrective or remedial obligation under, any environmental laws, and (c) Seller has no knowledge of and has not received any oral or written notice of the presence of any “Hazardous Materials” in, on or under the Property. As used herein, “Hazardous Materials” means and includes any materials (or components thereof) now or hereafter designated and/or regulated as hazardous, dangerous, toxic or harmful by any governmental authority or by orders, awards and standards promulgated by any federal, state or local government or by any court, agency, instrumentality, regulatory authority or commission of any of the foregoing concerning health, safety and the protection or regulation of the discharge of substances into the environment and the transportation and disposal of such substances.