CONDITIONS PRECEDENT TO THIS LEASE. On the terms and conditions contained herein, Lessor hereby agrees to lease any Equipment under a Schedule, upon Lessor's determination that all of the following have been satisfied: (a) Lessor having received the following, in form and substance satisfactory to Lessor: (1) evidence as to due compliance with the insurance provisions of Section 11; (2) UCCs, real property waivers and all other filings required by Lessor; (3) a certificate of an appropriate officer of Lessee certifying (A) resolutions duly authorizing the transactions contemplated in the applicable Lease Documents, and (B) the incumbency and signature of the officers of Lessee authorized to execute such documents; (4) the only manually executed original of the Schedule, and counterpart originals of all other Lease Documents; (5) evidence satisfactory to Lessor of the ownership and title to the Equipment, including, without limitation, certifications of the same; and (6) such other documents, agreements, instruments, certificates, opinions, and assurances, as Lessor may require. (b) All representations and warranties provided by Lessee in favor of Lessor in any of the Lease Documents shall be true and correct on the effective date of the related Schedule (Lessee's execution and delivery of the Schedule shall constitute Lessee’s acknowledgment of the same). (c) There shall be no Default or Event of Default under the Schedule or any other Lease Documents. The Equipment shall be at the locations disclosed in writing to Lessor by Lessee, as evidenced by the Schedule or location report, and shall be in the condition and repair required hereby; and on the effective date of such Schedule Lessee shall have good and marketable title to the Equipment described therein, free and clear of any claims, liens, attachments, rights of others and legal processes ("Liens").
CONDITIONS PRECEDENT TO THIS LEASE. Each of the following Conditions Precedent must be satisfied by the Company on or before the Drop Date or the Lease will automatically terminate:
CONDITIONS PRECEDENT TO THIS LEASE. A. To Landlord's Obligations: Landlord intends to present this --------------------------- signed, executed Lease and Tenant's financial statements to its lenders to verify the availability of sufficient financing to generate the Allowance set forth in the Improvement Agreement. Consequently, a condition precedent to Landlord's performance of this Lease shall be Landlord's satisfaction that sufficient financing will be available at market rates to finance said Allowance. If Landlord does not affirmatively waive this condition precedent to this Lease in a writing delivered to Tenant on or before August 31, 1995, then this Lease shall be deemed terminated and the deposits made by Tenant pursuant to paragraph 4 shall be returned to Tenant upon demand. In such event, Landlord shall execute any documents reasonably requested by Tenant to ensure return of said deposits. Notwithstanding this condition to Landlord's performance, Landlord shall use all reasonable efforts to obtain such financing and shall (i) commence and complete on or before September 5, 1995 demolition of the interior of the Building other than the "Early Entry Space"; (ii) proceed with the planning and permitting tasks for Landlord's Work outlined in the Improvement Agreement, and (iii) be solely responsible for, and indemnify and hold harmless Tenant with respect to, all costs and expenses of space planning and preparation working drawing, as well as, demolition and/or construction during said contingency period. In the event Landlord waives the subject condition precedent, then the costs and expenses so incurred by Landlord which would otherwise be included within the definition of "Construction Costs" pursuant to the Improvement Agreement shall become "Construction Costs" thereunder. Notwithstanding the foregoing, the parties acknowledge that the Landlord shall have no obligation to commence the demolition of the Premises until the Tenant has waived its right to withhold approval of the Final Plans, Cost Estimate and Scheduled Completion Date in its sole discretion. In this regard, the parties also acknowledge that Tenant shall be permitted to waive its right to act in its sole discretion without waiving its right to withhold its approval of the Final Plans, the Cost Estimate and the Scheduled Completion Date in its reasonable discretion.
