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Foreclosure Transfer or a Repayxnent Transfer; (rii) any investigation, inquiry, order (whether
<br /> voluntary of involuntary), hearing, action or other proceeding by or before any governmental
<br /> agency in connection with any Hazardous Substance Activity occurring or allegedly occurring
<br /> prior to a Foreclosure Transfer or a Repayment Transfer; (iv) any loss of value of the property
<br /> subject to this Agreement directly or indirectly arising as a result of any Hazardous Substance
<br /> Activity occurring or allegedly occurring prior to a Foreclosure Transfer or a Repayment
<br /> Transfer; (v) the imposition or recording of a lien or deed notice or restriction on the property
<br /> subject to this Agreement; or (vi) any claim, demand or cause of action, or any action or other
<br /> proceeding, whether meritorious or not, brought or asserted against the Municipality, which
<br /> directly or indirectly relates to, arises from or is based on any of the matters described in clauses
<br /> (i), (ii), (iii), (iv) or(v) above, or any allegation of any such matters, and whether or not any suit
<br /> or proceeding is actually filed.
<br /> "Repayment Transfer" means the repayment of any portion of the obligations of the
<br /> Developer with respect to this Agreement.
<br /> (2) Representations and Warranties of the Developer. The Developer represents and
<br /> warrants to the Municipality that: (a) the Developer will be in compliance with all applicable
<br /> Environmental Laws relating to the Development Area and the use of the property subject to this
<br /> Agreement; (b) except in compliance with all applicable Environmental Laws, the Developer has not
<br /> engaged in any Hazardous Substance Activity on such property, nor to the best lrnowledge of the
<br /> Developer, after due inquiry and investigation, except for f if none, so state): :,has
<br /> any Hazardous Substance Activity otherwise occurred in violation of any applicable Environmental
<br /> Laws; (c) except for �if none, so statel: , no investigations, inquiries, orders,
<br /> hearings, actions or other proceedings by or before any governmental agency are pending or, to the best
<br /> knowledge of the Developer, after due inquiry and investigation, threatened in connection with any
<br /> Hazardous Substance Activity or alleged Hazardous Substance Activity; (d) the use of the property
<br /> subject to this Agreement for its intended purpose is not expected to result in any Hazardous Substance
<br /> Activity in violation of any applicable Environmental Laws; (e) except for �if none, so
<br /> state): , no notice of any order, directive, complaint or other
<br /> communication, written or oral, has been made or issued by any governmental agency nor has the
<br /> Developer received a written notice from any other third party alleging the occurrence of any Hazardous
<br /> Substance Activity in violation of any applicable Environmental Laws or demanding payment or
<br /> contribution for environmental damage or injury to the Development Area; and(�except for(if none, so
<br /> state): , underground storage tanks or underground Hazardous
<br /> Substance deposits are or were located on the Development Area, except to the extent that any of the
<br /> foregoing which were located on the property are in process of being removed, remediated or taken out
<br /> of service in accordance with all applicable Environmental Laws.
<br /> 3) Covenants of the Developer. The Developer shall at all times it controls all or any
<br /> part of the Development Area: (a) keep and maintain the Development Area in compliance with, and
<br /> shall not cause or permit such property to be in violation of, any Environmental Laws; (b)not engage in
<br /> or otherwise pernut the occurrence of any Hazardous Substance Activity on the Development Area
<br /> except in compliance with all applicable Environmental Laws; (c) immediately advise the Municipality
<br /> in writing of (i) any and all enforcement, cleanup, removal, mitigation or other governmental or
<br /> regulatory acts instituted, contemplated or threatened pursuant to any Environmental Laws affecting the
<br /> Development Area, (u) all claims made or threatened by any third party against the Developer or such
<br /> property relating to the damage, contribution, cost recovery, compensation, loss or injury resulting from
<br /> any Hazardous Substance Activity (the matters set forth in clauses (i) and (ii) above hereinafter being
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