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ARTICLE ONE <br /> REPRESENTATIONS AND WARRANTIES <br /> <br /> <br />1.01. City Representations and Warranties. The City makes the following representations as the <br />basis for the undertakings on its part contained herein: <br /> <br />A. The City is a municipal corporation under the laws of Minnesota. <br />B. The City has the right, power and authority to execute, deliver and perform its <br />obligations under this Agreement. The City assures the Developer that the individuals who execute <br />this Agreement on behalf of the City are duly authorized to sign the same on behalf of the City and to <br />bind the City thereto. <br /> <br />1.02. Developer Representations and Warranties. The Developer makes the following <br />representations as the basis for the undertakings on its part contained herein: <br /> <br />A. The Developer is EICHI, INC., a Minnesota Business Corporation. <br /> <br />B. The Developer has the right, power and authority to execute, deliver and perform its <br />obligations under this Agreement. The Developer assures the City that the individuals who execute <br />this Agreement on behalf of the Developer are duly authorized to sign on behalf of the Developer <br />and to bind the Developer thereto. <br /> <br />C. The Developer is not in default under any lease, contract, or agreement to which it is a <br />party or by which it is bound which would affect its performance under this Agreement. The <br />Developer is not a party to or bound by any mortgage, lien, lease, agreement, instrument, order, <br />judgment, or decree which would prohibit the execution or performance of this Agreement by the <br />Developer or prohibit any of the transactions provided for in this Agreement. <br /> <br />D. The Developer has complied with and will continue to comply with all applicable <br />federal, state and local statutes, laws, ordinances and regulations including, without limitation, any <br />permits, licenses and applicable zoning, environmental, or other laws, ordinances, or regulations <br />affecting the Property or the Improvements. The Developer is not aware of any pending or <br />threatened claim of any such violation. Without limitation of the foregoing, the Developer expressly <br />acknowledges and agrees that it has and shall at all times comply with each and every provision of <br />the City’s subdivision, zoning, and other related municipal code regulations. <br /> <br />E. There is no suit, action, arbitration or legal, administrative or other proceeding or <br />governmental investigation pending or threatened against or affecting the Developer or Property. <br />The Developer is not in default with respect to any order, writ, injunction or decree of any federal, <br />state, local or foreign court, department, agency or instrumentality. <br /> <br />F. None of the representations and warranties made by the Developer or made in any <br />exhibit hereto or memorandum or writing furnished or to be furnished by the Developer or on its <br />behalf contains or will contain any untrue statement of material fact or omits any material fact, the <br />omission of which would be misleading. <br /> <br />4