BC 1995 05 17 - Laserfiche WebLink

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430 retained by the County and used for utility lines and facilities. Only customer deposits made by customers that are served by the System will be transferred to the City. (f) Shoe Show Project. The City and County shall coordinate the extension of water and sewer lines to that 42 acre industrial site located off of Trinity Church Road, more commonly referred to as the Shoe Show project; provided that the City's financial expenditure shall not exceed $126,000.00; (g) Fishertown Pro~ect. The City and County shall honor and implement the County's commitment to extend sewer within the Community Development Block Grant area, commonly referred to as Ftshertown; provided that the expense of such extension shall be solely that of the County. (h) Future Connections. Unless modified by the terms of this Agreement, the City and the'County agree that future connections to the utility systems of the other shall continue to be governed by the Reciprocal Agreement entered into between them dated January 6, 1992. 5. Rates Following the Transactions: Sewer rates, as maybe modified by the City from time to time, will be the same for customers living inside and outside the City's corporate boundaries. Residential water customers outside the Gity's corporate boundaries will be charged rates not to exceed a factor of 1.5 (the "Multiplier") times the City's inside rates, as may be modified by the City from time to time. The Multiplier will decrease by .1 at the beginning of the City's following fiscal years: 1996/97, 1997/98 and 1998/99. The Multiplier will not exceed a factor of 1.2 for the City's fiscal years following 1998/99. 6. Representations and Warranties of the Sellers: The Sellers will, jointly and severally, make comprehensive representations and warranties which are customary for a transaction of this size and nature, including, without limitation: (a) Financial Statements. The Sellers will make certain representations regarding their most recent audited statements. (b) Compliance w%th Laws. The Sellers will warrant that the operation of the System has been and is in compliance with all applicable laws. (c) Purchased Assets. The Sellers will warrant that they have good and marketable title to the Purchased Assets, which will be transferred free and clear of all liens. The Sellers will also represent that the Purchased Assets are in good condition and working order. (d) EDvtronmental Matters. The Sellers will provide comprehensive environmental representations and warranties which will require disclosure of all past environmental audits and any past environmental matters regarding the System. (e) Accounts Receivable, AccOunts Payable. The Sellers will represent that all receivables and payables have been generated, incurred and paid in the ordinary course of business consistent with past practices. (f) Authority, etc,. The Sellers will give representations and warranties with respect to their authority to consummate the Transactions and the absence of conflicts with agreements and applicable laws. 7. Representations and Warranties of the City: The City will make comprehensive representations and warranties which are customary for a transaction of this size and nature, including, without limitation representations and warranties with respect to its authority to consummate the Transactions and the absence of conflicts with agreements and applicable laws. 8. Covenants: The Sellers and the City will make certain covenants which are customary for a transaction of this nature, including, without limitation, the following: (a) Due Diligence. The City will be entitled to continue to perform due diligence, including any environmental studies, that the city deems necessary.