Agenda - 11-16-2010 - 4k - Laserfiche WebLink

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policy described in this Contract. In no event will the Company or the County voluntarily • settle, or consent to the settlement of, any proceeding arising out of any claim with respect to the Facilities without the other's written consent. ARTICLE IV TITLE; LIENS 4.1. Title. Title to the Sites and the Facilities and any and all additions, repairs, replacements or modifications thereto will at all times be in the County, subject to the lien of the Deed of Trust and to the other Permitted Encumbrances. Simultaneously with the execution and delivery of this Contract, the County shall deliver to the Company the Deed of Trust in form mutually satisfactory to the Company and the County. 4.2. No Encumbrance, Mortgage or Pledge of Mortgaged Property. (a) The County will not permit any mechanic's or other lien to be perfected or to remain against the Mortgaged Property or any portion thereof; provided that if the County first notifies the Trustee of the County's intention to do so, the County may in good faith contest any mechanic's or other lien filed or perfected against the Mortgaged Property or any portion thereof. In such event the County may permit the items so contested to remain undischarged and unsatisfied during the period of such contest and any appeal therefrom unless the County is notified that, in the opinion of Independent Counsel, by nonpayment of any such items the Company's title to the Mortgaged Property or any portion thereof • will be materially endangered, or will be subject to loss or forfeiture, in which event the County will promptly pay and cause to be satisfied and discharged all such unpaid items (but such payment will not in itself constitute a waiver of the right to continue to contest such items). The Company will cooperate fully with the County in any such contest, upon the request and at the expense of the County. (b) Except as provided in subsection (a) above,. the County will not directly or indirectly create, incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbrance or claim on or with respect to the Mortgaged Property, except Permitted Encumbrances, or encumbrances incurred in connection with the authorization, execution and delivery of Additional Bonds. The County will promptly, at its own expense, take such action as may be appropriate to discharge any such mortgage, pledge, lien, charge, encumbrance or claim not excepted above which it will have created,. incurred or suffered to exist. (c) The County will reimburse the Trustee for any expense incurred by it in order to discharge or remove any such mortgage, pledge, lien, security interest, encumbrance or claim, together with interest thereon at the annual rate of 4.00%. ARTICLE V • DAMAGE, DESTRUCTION AND CONDEMNATION; s