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To Seller: Board of Water Commissioners of the City of S1. Paul Attn: SPRWS General Manager 1900 Rice S1., Office Building S1. Paul, MN 55113 To Buyer: City ofCenterville Attn: City Administrator 1880 Main St. Centerville, MN 55038 SECTION 16 - REPRESENTATIONS AND WARRANTIES OF SELLER AND BUYER 16.01 Seller's Wananties. Seller represents and warrants to Buyer the following: a. The execution and delivery of this Agreement by Seller and consummation by Seller of the transaction contemplated hereby are within Seller's powers and all requisite action has been taken to make this Agreement valid and binding upon Sellers in accordance with its terms. b. Neither the execution nor the delivery of this Agreement by Seller nor its performance by Seller will conflict with or result in a violation or breach of any law, regulation, order, writ, or injunction of any court or governmental agency applicable to Seller or to the Property, or of any term, condition or any indenture or other contract or agreement to which Seller is a party, or cause a defauh thereunder, or result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever on the Property pursuant to the terms of any such agreement. c. That there are no lawsuits pending affecting the Property or affecting the right of Seller to convey the Property. d. That neither Seller nor any agent or employee of Seller has knowledge of or have received notice of any suits, judgments or violations relating to or at the Property of any zoning, building, fire, health, pollution, environmental protection or waste disposal ordinance, code, law or regulation which has not been heretofore corrected. e. That Seller makes no representation regarding future real estate taxes or assessments for the Property, except as may be specifically provided in this Agreement. f. That Seller has not, and has no knowledge that anyone else has, used, generated, stored or disposed of above, in, on, under or around the Property any Hazardous Materials, as hereinafter defined, and has no knowledge, of any Hazardous Materials above, in, on, under or around the Property. The term "Hazardous Materials" means any material or substance which is listed in the United States Department of Transportation Hazardous Material Table (49 CFR 172.101) on the date of this Agreement which is kept, used, or disposed of in a manner and in quantities which do not comply with applicable laws and regulations pertaining to said materials or substances. Further, Seller agrees that it will not use, generate, store or dispose of or permit the use, generation, storage or disposal of any Hazardous Materials, as herein H:\Property Purchase-Disposal\Pazk Property\Purchase and Sale of vacant lot_12-20-05v3.doc 69/