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9. Representations and Warranties. - <br />9.1. The City and the Commission represent and warrant to each other that: <br />9.1.1. The Property is not listed or proposed for listing on the National Priorities <br />List of the EPA. <br />9.1.2. None of the parties has disposed of hazardous substances, pollutants or <br />contaminants at or to the Property. <br />9.1.3. The making and performance by the parties of this Agreement does not <br />violate any provision of federal, state or local law, or result in a breach of or constitute a <br />default under any agreement, indenture or other instrument to which the parties may be <br />bound. <br />9.1.4. This Agreement has been duly authorized by the governing bodies of each <br />entity, and has been validly executed and delivered, and is valid and binding on the <br />parties. <br />9.1.5. There are no pending or threatened actions or proceedings before any <br />court or administrative agency that may adversely affect the financial condition or <br />operation of the parties. <br />9.2. The Commission represents and warrants as follows: <br />9.2.1. The Commission certifies that it is not now, and has not in the past, been <br />subject to any penalties resulting from environmental non - compliance at the Property. <br />9.2.2. Neither the Commission nor its respective officers or contractor(s) <br />retained to conduct the Remediation Work, have within a 3 year period preceding this <br />Agreement been, convicted of or had a civil judgment rendered against them for (i) fraud <br />or commission of a criminal offense in connection with obtaining, attempting to obtain, <br />or performing a public transaction or contract under a public transaction, (ii) violation of <br />federal or state antitrust laws, or (iii) embezzlement, theft, forgery, bribery, falsification <br />or destruction of records, making false statements or receiving stolen property. <br />9.2.3. Neither the Commission nor its respective officers or contractor(s) <br />retained-to conduct the Remediation Work are presently indicted for or otherwise <br />criminally or civilly charged by a public entity with commission of any of the offenses <br />enumerated under Section 9.2.2 hereof. <br />9.2.4. The Commission has not within the preceding 3 years had a public <br />transaction terminated for cause or default. <br />9.2.5. The Commission is a unit of government validly existing under Ind. Code <br />§ 36 -7 -14 and has all requisite power and authority to hold title to the Property and to <br />execute, deliver and perform all of its obligations under this Agreement and the Grant <br />documents. <br />7 <br />