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EXECUTION COPY <br /> conditions, restrictions, zoning ordinances, environmental regulations and land <br /> use regulations affecting the Properties. <br /> ARTICLE XIV: REPRESENTATIONS OF THE CITY <br /> The City represents, warrants and agrees as a basis for the undertakings on its part <br /> contained herein that: <br /> 14.1 Organization and Authorization. The City is a municipal corporation organized <br /> and existing under the laws of the state of Illinois and has the power to enter into <br /> and by proper action has been duly authorized to execute, deliver and perform this <br /> Agreement. <br /> 14.2 Non-Conflict or Breach. Neither the execution and delivery of this Agreement, <br /> nor the consummation of the transactions contemplated hereby, nor the fulfillment <br /> of or compliance with the terms and conditions of this Agreement, conflicts with <br /> or results in a breach of any of the terms, conditions or provisions of any <br /> restriction, agreement or instrument to which the City is now a party or by which <br /> the City is bound. <br /> 14.3 Pending Lawsuits. There are no lawsuits either pending or threatened that would <br /> affect the ability of the City to perform this Agreement. <br /> ARTICLE XV: MISCELLANEOUS <br /> 15.1 Authorized Representatives. <br /> 15.1.1 Redeveloper. By complying with the notice provisions hereof, the <br /> Redeveloper shall designate an authorized representative from time to <br /> time, who, unless applicable law requires action by the Managing <br /> Member(s) of the Redeveloper, shall have the power and authority to <br /> make or grant or do all things, requests, demands, approvals, consents, <br /> agreements and other actions required or described in this Agreement for <br /> and on behalf of the Redeveloper. <br /> 15.1.2 City. By complying with the notice provisions hereof, the City shall <br /> designate an authorized representative from time to time, who shall <br /> communicate with the Redeveloper on behalf of the City. Such <br /> representative shall not have the authority to make agreements on behalf <br /> of the City. <br /> 15.2 Entire Agreement. The terms and conditions set forth in this Agreement and <br /> exhibits attached hereto supersede all prior oral and written understandings and <br /> constitute the entire agreement between the City and the Redeveloper with respect <br /> to the subject matter hereof. <br /> -16- <br />