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40 <br />ARTICLE III <br />REPRESENTATIONS <br />3.1. $gnrecentglitsns of_Dedgers. The Dodgers make the following representations as <br />the basis for their undertakings hereunder: <br />(a) The Dodgers are a corporation duly organized and existing under the laws of the State <br />of Delaware, and are qualified to do business under and pursuant to the laws of the State; <br />(b) The Dodgers have due power and authority to enter into the transactions contemplated <br />by this Agreement and to carry out their obligations hereunder; <br />(c) The Dodgers have duly authorized the execution and delivery of this Agreement and, <br />assuming due execution and delivery by the County, this Agreement constitutes a legal, valid, and <br />binding agreement of the Dodgers, enforceable against the Dodgers in accordance with its terms, <br />except as enforcement may be limited by bankruptcy, insolvency and other laws or equitable <br />principles affecting creditors' rights; <br />(d) Neither the execution and delivery of this Agreement, the consummation of the <br />I transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions <br />hereof, conflicts with or results in a breach of the terms, conditions, or provisions of any restriction <br />1 or any agreement or instrument to which the Dodgers are now a party or by which they are bound, <br />or constitutes a default under any of the foregoing. <br />l 3,2, Representatipris Qf t County. The County makes the following representations <br />as the basis for its undertakings hereunder: <br />v <br />(a) The County is a political subdivision of the State of Florida duly created and existing, <br />and is qualified to do business under and pursuant to the laws of the State, <br />(b) The County has due power and authority to enter into time transactions contemplated <br />by this Agreement and to carry out its obligations hereunder; <br />(c) The County has duly authorized the execution and delivery of this Agreement and, <br />assuming due execution and delivery of this Agreement by the Dodgers, this Agreement constitutes <br />a legal, valid, and binding agreement of the County, enforceable against the County, in accordance <br />with its terms, except as enforcement may be limited by bankruptcy, insolvency and other laws or <br />equitable principles affecting creditors' rights; <br />1. <br />