Common use of LESSEE WARRANTIES Clause in Contracts

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) ALL EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, each of the “Fundamental Agreements”); (cd) such all Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; and (h) all financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor thatthat as of the date of this Master Agreement and for so long as this Master Agreement shall remain in effect: (a) ALL EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, each of the “Fundamental Agreements”); (cd) such all Fundamental Agreements are arc enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) as of the date of its execution of this Master Agreement and as of the Acceptance Date of any Equipment or Financed Items, there are no pending or threatened actions or proceedings before any court or administrative agency that would could reasonably be expected to have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in with the requirements of all material respects with all Federal, state and municipal applicable laws and regulations the violation of which could have a material an adverse effect upon the Equipment Equipment, Lessor’s rights and Facilities remedies under any Fundamental Agreement or Lessee’s performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) all financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, Lessee’s name set forth in the signature block below is Lessee’s full and such other information and documents as Lessor may reasonably request; accurate legal name’ (j) Lessee is a Corporation organized under the laws of ; (k) Lessee’s “location” (within the meaning of UCC Section 9-307) is Pleasanton, CA (l) Lessee’s organizational number assigned to it by its jurisdiction of organization is ; (m) Lessee’s federal tax identification number is ; (n) Lessee and all Equipment Lessee Affiliates do not export, re-export, or transfer any Equipment, Software, System Software or source code or any direct product thereof to a prohibited destination, or to nationals of proscribed countries wherever located, without prior authorization from the United States and Facilities is leased for business purposes onlyother applicable governments; (o) Lessee and all Lessee Affiliates do not use any Equipment, Software or System Software or technology, technical data, or technical assistance related thereto or the products thereof in the design, development, or production of nuclear, missile, chemical, or biological weapons or transfer the same to a prohibited destination, or to nationals of proscribed countries wherever located, without prior authorization from the United States and not for personal, family or household purposesother applicable governments; and (kp) Lessee and all Equipment and Facilities Lessee Affiliates are not entities designated by the United States government or any other applicable government with which transacting business without the prior consent of such government is tangible personal property and shall not become a fixture or real property under Lessee’s use thereofprohibited. Lessee shall be deemed agrees to have reaffirmed provide Lessor advance written notice of any change in any of the foregoing warranties each time it executes any Fundamental Agreementrepresentations and covenants set forth in clauses (i) through (m) of this Section 17.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented consent to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.. <PAGE>

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor thatthat as of the date of this Master Agreement and for so long as this Master Agreement shall remain in effect: (a) ALL EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, each of the “Fundamental Agreements”); (cd) such all Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) as of the date of its execution of this Master Agreement and as of the Acceptance Date of any Equipment or Financed Items, there are no pending or threatened actions or proceedings before any court or administrative agency that would could reasonably be expected to have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in with the requirements of all material respects with all Federal, state and municipal applicable laws and regulations the violation of which could have a material an adverse effect upon the Equipment Equipment, Lessor’s rights and Facilities remedies under any Fundamental Agreement or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) all financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, Lessee’s name set forth in the signature block below is Lessee’s full and such other information and documents as Lessor may reasonably requestaccurate legal name; (j) Lessee is a Nevada limited liability company organized under the laws of Nevada; (k) Lessee’s “location” (within the meaning of UCC Section 9-307) is the State of Nevada; (l) Lessee’s organizational number assigned to it by its jurisdiction of organization is E0815392005-9; (m) Lessee’s federal tax identification number is 20-0000000; (n) Lessee and all Equipment Lessee Affiliates do not export, re-export, or transfer any Equipment, Software, System Software or source code or any direct product thereof to a prohibited destination, or to nationals of proscribed countries wherever located, without prior authorization from the United States and Facilities is leased for business purposes onlyother applicable governments; (o) Lessee and all Lessee Affiliates do not use any Equipment, Software or System Software or technology, technical data, or technical assistance related thereto or the products thereof in the design, development, or production of nuclear, missile, chemical, or biological weapons or transfer the same to a prohibited destination, or to nationals of proscribed countries wherever located, without prior authorization from the United States and not for personal, family or household purposesother applicable governments; and (kp) Lessee and all Equipment and Facilities Lessee Affiliates are not entities designated by the United States government or any other applicable government with which transacting business without the prior consent of such government is tangible personal property and shall not become a fixture or real property under Lessee’s use thereofprohibited. Lessee shall be deemed agrees to have reaffirmed provide Lessor advance written notice of any change in any of the foregoing warranties each time it executes any Fundamental Agreementrepresentations and covenants set forth in clauses (i) through (m) of this Section 17.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (jJ) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor with respect to each Lease that: (a) Lessee is duly organizedan agency or department of, validly existing and institution of higher education, or a political subdivision of the state in good standing under applicable lawwhich it is located; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, each of the “Fundamental Agreements”); (c) such all Fundamental Agreements are legal, valid and binding obligations of Lessee, enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would could reasonably be expected to have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are have been disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (hg) all financial statements statements, certificates or summaries relating to Lessee’s financial condition, fiscal budget or the assessment and collection of taxes and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles in the United States in effect at that time and shall fairly present Lessee’s financial position as of the dates given on such statements; (h) since the date of the most recent annual financial statement, there has been no material adverse change in the financial condition of, or the level of assessment or collection of taxes by, the Lessee; (i) the Equipment, subject to the Lease, is essential to the immediate performance of a governmental or proprietary function by Lessee shall furnish Lessor with within the scope of its certified financial statements, opinions authority and will be used during the Term of counsel, resolutions, the Lease only by Lessee and only to perform such other information and documents as Lessor may reasonably requestfunction; (j) Lessee intends to use the Equipment for the entire Term of the Lease and all Equipment and Facilities is leased will be used for business purposes only, only and not for personal, family or household purposes; and (k) Lessee has complied fully with all Equipment applicable law governing open meetings, public bidding and Facilities is tangible personal property appropriations required in connection with the Lease and shall not become a fixture or real property under the acquisition of the Equipment; (l) there has been no material change in the budget for Lessee’s current Fiscal Period since its adoption; (m) Lessee’s obligations to pay Rent and any other amounts due under the Lease constitute a current expense and not a debt of Lessee under applicable state law; (n) no provision of the Lease constitutes a pledge of the tax or general revenues of Lessee; (o) Lessee does not export, re-export, or transfer any Equipment, Software, system software or source code or any direct product thereof to a prohibited destination, or to nationals of proscribed countries wherever located, without prior authorization from the United States government and other applicable governments; (p) Lessee does not use thereof. any Equipment, Software or system software or technology, technical data, or technical assistance related thereto or the products thereof in the design, development, or production of nuclear, missile, chemical, or biological weapons or transfer the same to a prohibited destination, or to nationals of proscribed countries wherever located, without prior authorization from the United States and other applicable governments; and (q) Lessee shall be deemed to have reaffirmed is not an entity designated by the foregoing warranties each time it executes United States government or any Fundamental Agreementother applicable government with which transacting business without the prior consent of such government is prohibited.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) all Equipment is leased for business purposes only and not for personal, family or household purposes; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”)Transaction Documents; (cd) such Fundamental Agreements the Transaction Documents are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) there are no pending or threatened actions or proceedings before any court or administrative agency that would which could have a material adverse effect on Lessee or any Fundamental AgreementTransaction Document, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental AgreementTransaction Document; (g) each Fundamental Agreement Transaction Document shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its financial statements certified by an officer of Lessee on a monthly basis within thirty (30) days of the end of each month, and audited financial statements, opinions statements on an annual basis within 120 days of counselthe end of each fiscal year, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof; and (k) there has not been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Lessee, whether or not arising from transactions in the ordinary course of business. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental AgreementTransaction Document.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect affect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; : (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) ALL EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES; (b) Lessee is a corporation duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, each of the “Fundamental Agreements”); (cd) such all Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; and (h) all financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) ALL EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, each of the “Fundamental Agreements”); (cd) such all Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; : (de) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ex) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; and (h) all financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information in formation furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (iI) Lessee shall furnish Lessor with its as certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) all Equipment is leased for business purposes only and not for personal, family or household purposes; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”)Transaction Documents; (cd) such Fundamental Agreements the Transaction Documents are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) there are no pending or threatened actions or proceedings before any court or administrative agency that would which could have a material adverse effect on Lessee or any Fundamental AgreementTransaction Document, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental AgreementTransaction Document; (g) each Fundamental Agreement Transaction Document shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its financial statements certified by an officer of Lessee on a monthly basis within thirty (30) days of the end of each month, and audited financial statementsstatements on an annual basis within 120 days of the end of each fiscal year, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof; and (k) there has not been a material adverse change in the general affairs, management, results of operations, condition (financial or otherwise) or prospects of Lessee, whether or not arising from transactions in the ordinary course of business. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental AgreementTransaction Document.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) all equipment is leased for business purposes only and not for personal, family or household purposes; (b) Lessee is duly organized, validly existing and in good standing under applicable law; (bc) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”)Transaction Documents; (cd) such Fundamental Agreements the Transaction Documents are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (de) there are no pending or threatened actions or proceedings before any court or administrative agency that would which could have a material adverse effect on Lessee or any Fundamental AgreementTransaction Document, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (ef) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental AgreementTransaction Document; (g) each Fundamental Agreement Transaction Document shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall fairly present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its financial statements certified by an officer of Lessee on a monthly basis (on a quarterly basis if Lessee shall consummate an initial public offering of its common stock) within thirty (30) days of the end of each month (after the end of each quarter if such initial public offering occurs), and audited financial statementsstatements on an annual basis within 90 days of the end of each fiscal year, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; and (j) all Equipment and Facilities is leased for business purposes only, and not for personal, family or household purposes; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental AgreementTransaction Document.

LESSEE WARRANTIES. Lessee represents, warrants and covenants to Lessor that: (a) unless it is an individual, Lessee is duly organized, validly existing and in good standing under applicable law; (b) Lessee has the power and authority to enter into this Agreement, all Schedules and all other related instruments or documents hereunder (collectively, the “Fundamental Agreements”); (c) such Fundamental Agreements are enforceable against Lessee in accordance with their terms and do not violate or create a default under any instrument or agreement binding on Lessee; (d) there are no pending or threatened actions or proceedings before any court or administrative agency that would could have a material adverse effect on Lessee or any Fundamental Agreement, unless such actions are disclosed to Lessor and consented to in writing by Lessor; (e) Lessee shall comply in all material respects with all Federal, state and municipal laws and regulations the violation of which could have a material adverse effect upon the Equipment and Facilities or Lessee’s 's performance of its obligations under any Fundamental Agreement; (f) Lessee shall obtain all governmental approvals necessary for it to enter into and perform each Fundamental Agreement; (g) each Fundamental Agreement shall be effective against all creditors of Lessee under applicable law, including fraudulent conveyance and bulk transfer laws, and shall raise no presumption of fraud; (h) financial statements and other related information furnished by Lessee shall be prepared in accordance with generally accepted accounting principles and shall present Lessee’s 's financial position as of the dates given on such statements; (i) Lessee shall furnish Lessor with its certified financial statements, opinions of counsel, resolutions, and such other information and documents as Lessor may reasonably request; (j) all Equipment and Facilities is leased for business purposes onlyALL EQUIPMENT IS LEASED FOR BUSINESS PURPOSES ONLY, and not for personalAND NOT FOR PERSONAL, family or household purposesFAMILY OR HOUSEHOLD PURPOSES; and (k) all Equipment and Facilities is tangible personal property and shall not become a fixture or real property under Lessee’s 's use thereof. Lessee shall be deemed to have reaffirmed the foregoing warranties each time it executes any Fundamental Agreement. 17.