Lessee Certification. As a condition of Lessor’s agreeing to this Amendment, Lessee hereby certifies and confirms that as of the date of this Amendment, Lessee is not in violation of any government regulations, ordinances, rules or laws, including those pertaining to Hazardous Waste and/or Hazardous Materials. Lessee is accepting Premises in an “as is” condition.
Lessee Certification. The Lessee shall have furnished the Lessor and the Lender with both (i) a certification of the Lessee that:
(A) all amounts owing to third parties for the Construction therefor have been paid in full (other than contingent obligations for which the Lessee has made adequate reserves or claims being defended in good faith), and to Lessee's knowledge no litigation or proceedings are pending, or to the best of the Lessee's knowledge are threatened, against the Property or the Lessee which would materially adversely affect (1) the enforceability or priority of this Participation Agreement or the other Operative Documents and (2) the ability of the Lessee to fully perform its obligations pursuant to and as contemplated by the terms and provisions of this Participation Agreement and the other Operative Documents;
(B) all consents, licenses and permits and other governmental authorizations or approvals required for the Construction and operation of the Property have been obtained;
(C) the Property has available all services of public facilities and other utilities necessary for use and operation of the Property for its intended purposes including, without limitation, adequate water, gas and electrical supply, storm and sanitary sewerage facilities, telephone and other required public utilities and means of access between the Improvements and public highways for pedestrians and motor vehicles;
(D) all agreements, easements and other rights, public or private, which are necessary to permit the lawful use and operation of the Property as the Lessee intends to use the Property under the Lease and which are necessary to permit the lawful intended use and operation of all then intended utilities, driveways, roads and other means of egress and ingress to and from the same have been obtained and are in full force and effect and the Lessee has no knowledge of any pending modification or cancellation of any of the same, and the use of the Property does not depend on any variance, special exception or other municipal approval, permit or consent that has not been obtained for its continuing legal use;
(E) the Construction has been completed substantially in accordance with the Plans and Specifications and all Applicable Laws and the Property is ready for occupancy and operation; and
(F) the Property is in compliance with all applicable zoning laws and regulations; and
Lessee Certification. The Bank shall have received a certificate of the Lessee confirming that the financial statements contained in the documents referred to in Section 5.08 fairly present the financial condition and results of operations of the Lessee as of the dates and for the periods indicated therein and have been prepared in accordance with generally accepted accounting principles applied on a consistent basis (except as may be otherwise disclosed in the footnotes thereto).
Lessee Certification. Lessee, as Construction Agent, shall have furnished Certificate Trustee and Administrative Agent with a certification of Lessee, as Construction Agent, to the effect that:
(i) The representations and warranties of Lessee set forth in Sections 4.1(e), (g), (j), (n) and (q) are true and correct as of the Delivery Date for the Systems, including the Equipment comprising such Systems, to be delivered on such date;
(ii) All amounts owing to third parties for the Systems to be delivered on the Delivery Date and for the purchase, construction and installation of the Equipment relating thereto have been paid in full (other than obligations that are the subject of a Permitted Contest by Lessee, as Construction Agent); and Participation Agreement
(iii) The Systems to be delivered on the Delivery Date would be treated, if owned by Lessee as of such date, as placed in service for financial reporting purposes in the fiscal quarter in which the delivery is to be made.
Lessee Certification. Lessee has the legal capacity to enter into this Lease and is not in contravention of any state, county, district, city or town statute, rule, regulation or other governmental provision and during the Lease Term, the Equipment shall not be used in a trade or business of any other person or entity.
Lessee Certification. The Lessee shall have furnished the Lessor and the Agent with a certification of the Lessee (substantially in the form of Exhibit I) as follows:
(i) The representations and warranties of the Lessee with respect to the Property set forth in Section 8.4(b) are true and correct as of the Completion Date. All amounts owing to third parties for the construction of the Improvements have been paid in full.
(ii) No changes or modifications were made to the related Plans and Specifications after the Closing Date that have had a Material adverse effect on the value, use or useful life of the Property.
Lessee Certification. Xxxxxx certifies that it is not acting, directly or indirectly, for or on behalf of any person, group, entity, or nation named as a terrorist, “Specially Designated National and Blocked Person”, or other banned or blocked person, group, entity, nation, or transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign Assets Control. Lessee is not entering this Lease, directly or indirectly on behalf of, or instigating or facilitating this Lease, directly or indirectly on behalf of, any such person, group, entity or nation.
Lessee Certification. Upon completion of the punchlist items for any Facility, Lessee, as Construction Agent, shall furnish Lessor and Agent with a certification of Lessee, as Construction Agent, to the effect that:
(i) The representations and warranties of Lessee with respect to the applicable Site set forth in Section 4.1(i) are true and correct as of the date of completion of all such punchlist items. All amounts owing to third parties for the construction of the Facility have been paid in full (other than contingent obligations for which Lessee has made adequate reserves).
(ii) No changes or modifications were made to the related Plans and Specifications after the date of the certification from Lessee specified in Section 3.4(d) that have had a Material Adverse Effect on the value, use or useful life of such Site.
Lessee Certification. Lessee shall have furnished Lessor and Administrative Agent with a certification of a Responsible Officer of the Lessee to the effect that:
(i) The representations and warranties of the Lessee with respect to the Property set forth in Section 4.1(n) are true and correct in all material respects as of the Completion Date for the Facility. All amounts due and owing to third parties for the construction of the Facility have been paid in full (other than contingent obligations for which the Construction Agent has made adequate reserves). All insurance required to be maintained under Section 11.1 of the Lease is in full force and effect.
(ii) No changes or modifications were made to any related Plans and Specifications after the Acquisition Date that materially and adversely effect the value, utility or economic useful life of the Property.
(iii) A final Certificate of Occupancy has been granted for the completed Facility.
Lessee Certification. The Lessee shall have furnished the Lessor, the Agent, the Lease Participant and each Lender with a certification of the Lessee (substantially in the form of Exhibit H) that:
(i) all amounts owing to third parties for the related Construction have been paid in full (other than contingent obligations for which the Lessee has made adequate reserves), and no litigation or proceedings are pending, or to the best of the Lessee's knowledge, are threatened, against such Leased Property or the Lessee which could reasonably be expected to have a Material Adverse Effect;
(ii) all consents, licenses and permits and other governmental authorizations or approvals required for such Construction and operation of such Leased Property have been obtained and are in full force and effect;
(iii) such Leased Property has available all services of public facilities and other utilities necessary for use and operation of such Leased Property for its intended purposes including, without limitation, adequate water, gas and electrical supply, storm and sanitary sewerage facilities, telephone, other required public
