10-21 Exhibit - Authorizing Execution of Grant Agreement for the HDSRF Grant Funds for Preliminary Assessment and Site Investigation.pdf

1.2. Term of Agreement This Agreement and the respective obligations of the parties hereto shall be in full force and effect from the date hereof until the completion of the Project and all unused funds, if any, have been returned to the Authority in accordance with Section 4.1 & Schedule B, unless sooner terminated pursuant to the provisions of this Agreement. Notwithstanding the foregoing, the representations and covenants of Grantee in Sections 4.2 (Indemnification), 4.4 (Subrogation of Rights) and 5.2(c) (Agreement to Pay Attorneys’ Fees and Expenses) of this Agreement shall survive expiration of the term or early termination of this Agreement. 2. GRANTEE REPRESENTATIONS 2.1. Organization of Grantee The Grantee is a public entity of the State of New Jersey having the full legal right and authority to perform all of the undertakings of this Grant, to receive the Grant made hereunder, to execute and deliver this Agreement and to undertake and complete the Project. 2.2. Authorization of Documents The execution, delivery and performance by the Grantee of this Grant Agreement and any other documents executed in connection with the making of this Grant: A. have been duly authorized by the Grantee and duly executed, attested and delivered by authorized officers of the Grantee, and all proceedings of the Grantee's governing body authorizing the Grantee to enter into this Grant Agreement have been duly and lawfully adopted in accordance with applicable law; B. do not and will not conflict with or violate any provision of law, any order of the court, or other agency of government; C. do not and will not result in the creation or imposition of any lien, charge, or encumbrance of any nature other than any lien, charge or encumbrance which may be imposed on project site in connection with the awarding of this grant; and D. do not and will not result in the breach of the terms, conditions or provisions of any corporate restrictions or any evidence of indebtedness, agreement or instrument of whatever nature to which the Grantee is now a party or by which it is bound or

corporate restrictions or any evidence of indebtedness, agreement or instrument of whatever nature to which the Grantee is now a party or by which it is bound or constitute a default under any of the foregoing. 2.3. Site Control, Eligibility Grantee represents that, as of the date of this Agreement: A. It either 1) holds a tax sale certificate on the Project Site; 2) acquired title to the Project Site through foreclosure or other similar means; or 3) acquired title to the Project Site, or passed a resolution, ordinance or other appropriate document to acquire title to the Project Site, through voluntary conveyance for the purpose of redevelopment. (Not applicable to projects in brownfield development areas or projects for recreation and conservation or for affordable housing.) B. There has been a discharge or there is a suspected discharge of a hazardous substance or hazardous waste on the Project Site. PROD-00188179 Township of West Orange Project Site: Biddleman Inc.