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before or by any court or governmental authority, pending or threatened against <br />Contractor or Republic Services, Inc., which is likely to result in an unfavorable <br />decision, ruling or finding which would materially and adversely affect the <br />validity or enforceability of this Agreement or any such agreement or instrument <br />entered into by Contractor or Republic Services, Inc., in connection with the <br />transactions contemplated hereby, or which could materially and adversely <br />affect the ability of Contractor to perform its obligations hereunder or which <br />would have a material adverse effect on the financial condition of Contractor or <br />Republic Services, Inc. <br />d) Contractor has no knowledge of any Applicable Law in effect as of the date of <br />this Agreement that would prohibit the performance by Contractor of this <br />Agreement and the transactions contemplated hereby. <br />e) Contractor has made an independent investigation, satisfactory to it, of the <br />conditions and circumstances surrounding this Agreement and the work to be <br />performed by it, and is satisfied that those conditions and circumstances will not <br />impair its ability to perform the work and provide the Collection services <br />required by this Agreement. <br />f) The information supplied by Contractor in all submittals made in connection <br />with negotiation and execution of this Agreement, including all materials in <br />Exhibits of this Agreement, and all representations and warranties made by <br />Contractor throughout this Agreement are true, accurate, correct and complete in <br />all material respects on and as of the Effective Date of this Agreement. Note that <br />inaccuracies in Contractor's Proposal, such as material omissions of past and <br />pending litigation as requested under the Request for Proposals through which <br />this Agreement was procured, is grounds for termination of this Agreement. <br />g) Contractor's representative, designated in Section 5.2.4, shall have authority in <br />all daily operational matters related to this Agreement. City may rely upon <br />action taken by such designated representative as action of Contractor unless the <br />actions taken are not within the scope of this Agreement. <br />2.7 Conditions to Effectiveness of Agreement <br />The obligation of City to permit this Agreement to become effective and to perform its <br />undertakings provided for in this Agreement is subject to the satisfaction of each and all <br />August 17, 2021 28 City of Santa Ana <br />