Lessee's Warranties. 8.1 The Lessee hereby represents, warrants, acknowledges and undertakes, to and for the benefit of the Lessor, that:
8.1.1 Throughout the Term, it shall develop the Airport in accordance with the provisions of the OMDA.
8.1.2 It has conducted a thorough due diligence of the Demised Premises, along with all buildings and/or structures thereon (“Due Diligence”), and hereby confirms that the Demised Premises along with any and all buildings and/or structures thereon (in their present form) are fit for purpose. In this regard, the Lessee further acknowledges that it shall have no recourse against the Lessor if it is, at a later date, found that the Demised Premises or any building or structure thereon, is/are deficient in any manner whatsoever (“Deficiency”). If a Deficiency is found, the Lessee hereby acknowledges and agrees that it shall, at its own cost and at no cost to the Lessor, take all appropriate measures to remedy the same.
8.1.3 It shall use the Demised Premises only for the purposes of construction, ownership, operation, management, inspection, maintenance, repair and business of the Project and for any other purposes ancillary thereto, in accordance with the terms of the OMDA.
8.1.4 It shall regularly pay the Lease Rent as provided for under Article 4.1 hereinabove and shall observe, abide by and fulfill each of its obligations and covenants set forth herein.
8.1.5 It shall obtain or cause to be obtained and shall maintain throughout the Term all regulatory approvals, clearances, permits and consents, including any and all environmental approvals, clearances, permits or consents, that may be required in order for the Lessee to undertake the Project in accordance with the terms of the OMDA.
8.1.6 It shall not do or permit to be done on the Demised Premises or the structures thereon, any activities, which may be contrary to any Applicable Law.
8.1.7 It shall indemnify the Lessor in respect of any applicable charges, deposits and other monies levied by Third Parties for and in relation to the provision by such Third Parties to the Lessee of water, electricity, telephone and communication facilities.
8.1.8 It shall (i) keep and maintain the Demised Premises and the buildings and structures thereon in good and habitable condition at all times and (ii) shall ensure that the Demised Premises will be free from encroachments at all times (except encroachments existing on the date hereof) and to the extent that there occur and/or exist any Encumbrances on ...
Lessee's Warranties. Lessee warrants that the Aircraft will be registered under the laws of the United States and will not be registered under the laws of any foreign country; that the Aircraft and/or equipment will not be held, maintained or used in violation of any law, regulation, ordinance or policy of insurance affecting the maintenance, use or flight of Aircraft. These warranties are conditions of Lessee's right of possession and use, and delivery is made in reliance thereon.
Lessee's Warranties. (a) Lessee represents and warrants to Lessor that it is a corporation or partnership duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and that it is qualified to do business in every jurisdiction where the failure to qualify would have a materially adverse effect on Lessor's rights hereunder, it has taken all corporate or partnership action which may be required to authorize the execution, delivery and performance of this Lease, and such execution, delivery and performance will not conflict with or violate any provision of its Charter or Articles or Certificate of Incorporation, By-laws or any provisions thereof, or in the case of a partnership, its Certificate of Partnership or Limited Partnership and its Partnership Agreement, or result in a default or acceleration of any obligation under any agreement, order, decree or judgment to which it is a party or by which it is bound, nor is it now in default under any of the same; there is no litigation or proceeding pending or threatened against it which may have a materially adverse effect on Lessee or which would prevent or hinder the performance by it of its obligations hereunder; this Lease and the attendant documents constitute valid obligations of the Lessee, binding and enforceable against it in accordance with their respective terms; no action by or with any commission or administrative agency is required in connection herewith; it has the power to own its assets and to transact business in which it is engaged; it will give to Lessor prompt notice of any change in its name, identity or structure.
(b) Lessee's written acceptance of an Item and its installation shall constitute a REPRESENTATION AND WARRANTY BY Lessee to Lessor that (i) the Item is personal property in good order and condition; (ii) the Item conforms to Specifications; (iii) unless otherwise specified, the Item has not been used prior to its acceptance by Lessee; and (iv) at all times Lessee shall keep the Equipment in Lessee's
Lessee's Warranties. In order to induce Lessor to enter into this Lease and to lease the Equipment to Lessee hereunder, Lessee represents and warrants that: (a)
Lessee's Warranties. Lessee warrants that each item of Equipment has the recovery period under Section 168(c) of the Internal Revenue Code of 1986 as amended or any comparable successor law ("Code") as set forth on the Schedule and will be eligible for depreciation deductions determined by using the method specified in Section 168(b)(i) of the Code commencing with the taxable year of Lessor that includes the delivery date and using a basis equal to Lessor's cost as set forth on the Schedule; a reasonable estimate of the useful life of each item of Equipment is at least 125% of its lease term; a reasonable estimate of the fair market value of each item of Equipment at the end of its lease term is at least 20% of Lessor's cost therefor; and Lessee will not use the Equipment in a manner which will result in foreign source income for Lessor.
Lessee's Warranties. The persons signing this Lease on behalf of Lessee represent and warrant that such persons and Lessee have the requisite power and authority to enter into, execute and deliver this Lease and that this Lease is a valid, legally binding obligation of Lessee enforceable against Lessee in accordance with its terms.
Lessee's Warranties. Lessee warrants that:
(a) Lessee will not use the Aircraft for the purpose of providing transportation of passengers or cargo for compensation or hire;
(b) during the term of this Agreement, Lessee will abide by and conform to all such laws, governmental and airport orders, rules and regulations, as shall from time to time be in effect relating in any way to the operation and use of the Aircraft by Lessee.
Lessee's Warranties. Lessee warrants that each item of Equipment has the recovery period under Section 168(c) of the Internal Revenue Code of 1986 as amended or any comparable successor law (“Code”) as set forth on the Schedule and will be eligible for depreciation deductions determined by using the method specified in Section 168(b)(i) of the Code commencing with the taxable year of Lessor that includes the delivery date and using a basis equal to Lessor’s cost as set forth on the Schedule; a reasonable estimate of the useful life of each item of Equipment is at least 125% of its lease term; a reasonable estimate of the fair market value of each item of Equipment at the end of its lease term is at least 20% of Lessor’s cost therefore; and Lessee will not use the Equipment in a manner which will result in foreign source income for Lessor; and this Lease constitutes a “qualified motor vehicle operating agreement” within the meaning of Section 7701(h)(2) of the Code, the Equipment constitutes “motor vehicles” within the meaning of such Section 7701(h)(2) and the provisions of Section 18 hereof constitute a “terminal rental adjustment clause” within the meaning of Section 7701(h)(3) of the Code.
Lessee's Warranties. Lessee hereby represents and warrants that as ------------------- of the date of this Agreement and as of the Lease Commencement Date: (a) Lessee is a Nevada corporation validly existing and in good standing under the laws of the State of Nevada, with full power to enter into this Agreement and to pay rent and perform its obligations under this Agreement; (b) this Agreement has been duly authorized, executed and delivered by Lessee, is enforceable in accordance with its terms and Lessee's execution, delivery and performance hereunder does not and will not contravene the provisions of any contract or other instrument by which it is bound; (c) no approval is required of any public regulatory body with respect to the entering into or performance of this Agreement; (d) there are no suits or proceedings pending in any court or any governmental agency against or affecting Lessee which if decided against Lessee would materially impair Lessee's ability to perform any of its obligations under this Agreement; and (e) there has been no material adverse change to Lessee's financial condition from that reflected in the financial statements of the Lessee furnished to the Lessor on or immediately prior to the Lease Commencement Date (the "Lessee Financial Statements").
Lessee's Warranties. Lessee represents and warrants to Lessor that on and as of the date hereof:
A. it has all requisite power and authority to carry on the business in which it is engaged and to perform its respective obligations under this Lease;
B. the execution and delivery of this Lease have been duly authorized and approved by all requisite corporate action;
C. it has all requisite power and authority to enter into this Lease and perform its obligations hereunder;
D. the execution and delivery of this Lease does not, and consummation of the transactions contemplated herein will not, violate any of the material provisions of its organizational documents, any material agreement pursuant to which Lessee or its properties are bound or, to its knowledge, any material laws applicable to Lessee; and
E. this Lease is valid, binding, and enforceable against Lessee in accordance with its terms, subject to bankruptcy, moratorium, insolvency, and other laws generally affecting creditors' rights and general principles of equity (whether applied in a proceeding in a court of law or equity).
