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<br />2. City acknowledges and relies on this acceptance by RMT of all of the rights, obligations an interest in <br />the Original Agreement and the relinquishment of all such the rights, obligations and interest in the <br />Original Agreement by MHA. RMT agrees to undertake any and all action(s) necessary to meet the <br />terms and conditions of the Original Agreement referred to in this Consent Agreement. <br /> <br />3. Upon execution of this Consent Agreement (and the completion of the pending merger) any pending <br />debts or obligations due to City and those which subsequently arise or accrue from the terms and <br />conditions of the Original Agreement shall become payable by RMT to the City or its agents, or <br />assigns. <br /> <br />4. This Consent Agreement embodies the entire agreement between City, RMT and MHA and all of its <br />terms and conditions. No verbal agreements or conversation with any officer, agent or employee of <br />City prior to execution of this Consent Agreement shall affect or modify any of the terms or obligations <br />contained in this Consent Agreement. Any such verbal agreement shall be considered as unofficial <br />information and in no way binding upon City. <br /> <br />5. As a condition of the terms of this Consent Agreement, RMT shall provide the City with the following: <br /> <br />a. revised Certificate of Insurance, as well as all policy endorsements to indicate that RMT has <br />purchased, and is maintaining, all of the required insurance policies and has provided the <br />required endorsements which were included in the terms and conditions of the Original <br />Agreement. <br /> <br />6. This Consent Agreement is effective on the date and year first indicated above, or as soon thereafter <br />as the required documentation is completed, executed andlor accepted. <br /> <br />III <br />III <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />11/ <br />A TY/AGR/2007 .029 2 <br />062707 <br />