Lessor's Covenants. The Lessor covenants and agrees that, unless the Agent and the Lenders shall have otherwise consented in writing:
(a) it shall not amend its Partnership Agreement, except to admit limited partners in connection with lease transactions similar to the Transactions;
(b) it shall not incur any indebtedness or other monetary obligation or liability, other than (i) non-recourse indebtedness incurred in connection with the Transactions or similar transactions and (ii) operating expenses incurred in the ordinary course of business that are not delinquent;
(c) the proceeds of the Loans received from the Lenders will be used by the Lessor solely to acquire the Leased Property and to pay the Lessee for certain closing and transaction costs associated therewith and for the costs of Construction. No portion of the proceeds of the Loans will be used by the Lessor (i) in connection with, whether directly or indirectly, any tender offer for, or other acquisition of, stock of any corporation with a view towards obtaining control of such other corporation, (ii) directly or indirectly, for the purpose, whether immediate, incidental or ultimate, of purchasing or carrying any Margin Stock, or (iii) for any purpose in violation of any Applicable Law;
(d) it shall not engage in any business or activity, or invest in any Person, except for activities similar to its activities conducted on the date hereof, the Transactions and lease transactions similar to the Transactions;
(e) it will maintain tangible net worth in an amount no less than the sum of (i) $100,000 plus (ii) 3% of its total assets (calculated assuming no reduction in the value of any leased property from its original cost to the Lessor);
(f) it will deliver to the Agent, as soon as available and in any event within 90 days after the end of each fiscal year, a balance sheet of the Lessor as of the end of such fiscal year and the related statements of income, partners' capital and cash flows for such fiscal year, setting forth in each case in comparative form the figures for the previous fiscal year, together with copies of its tax returns, all certified by an officer of the general partner (and if the Lessor ever prepares audited financial statements, it shall deliver copies thereto the Agent);
(g) it will permit the Agent and its representatives to examine, and make copies from, the Lessor's books and records, and to visit the offices and properties of the Lessor for the purpose of examining such materials, and to di...
Lessor's Covenants. The Lessor covenants with the Lessee as follows:
Lessor's Covenants. Until the termination of this Agreement and the satisfaction in full by Lessor of all Lessor Obligations, Lessor will comply, and will cause compliance, with the following covenants, unless Lessee and Required Participants shall otherwise consent in writing:
Lessor's Covenants. Lessor (i) covenants that neither it nor any Person claiming by, through or under it will, through its own actions or inactions, interfere in Lessee's or any Sublessee's continued possession, use, operation and quiet enjoyment of the Aircraft during the Term unless an Event of Default has occurred and is continuing and this Lease has been duly declared in default, and this Lease shall not be terminated except as expressly provided herein and (ii) covenants that it will not directly or indirectly create, incur, assume or suffer to exist any Lessor Lien attributable to it on or with respect to the Airframe or any Engine.
Lessor's Covenants. The Lessor covenants and agrees with the Lessee as follows:-
6.1 that if the Lessee shall pay the Rent hereby reserved and observe and perform the stipulations on their part herein contained they shall peaceably hold and enjoy the Demised Premises during the Contractual Term without any interruption by the Lessor or any person rightly claiming under or in trust for it;
6.2 to grant the Option to Renew the Lease as stated in Clause 7;
6.3 to pay all existing and future quit rents and rates (assessment) and outgoings payable by law in respect of the Demised Premises hereof;
6.4 to permit the Lessee to commence to fit out and renovate the Demised Premises for its manufacturing and business activities forthwith upon execution of this Lease; .
6.5 to keep the roof, main structures, external walls, main drains and pipes of the Demised Premises in good tenatable repair and condition at all times during the contractual period;
6.6 to insure and keep the building in which the Demised Premises is situated and the Demised Premises fully insured for the full cost of rebuilding and reinstating the same against damage and destruction by all insurable risks provided that the Lessee shall be responsible for its own insurance in respect of the Lessee's contents in the Demised Premises and in case of any such damage or destruction as aforesaid happening to the Demised Premise or any part thereof to apply any money received by it in respect thereof under any insurance in reinstating and restoring the parts thereof so damaged or destroyed. Subject to and without prejudice to this Clause, if the Demised Premises or any part thereof shall be rendered unfit for use by reason of the damage or destruction as aforesaid, the Rent or a fair proportion of the Rent according to the nature and extent of the damage or destruction sustained shall ceased to be payable 4(r)-27 until the Demised Premises or the affected part shall have been rebuilt or reinstated so that the Demised Premises or the affected part are made fit for occupation or use save and except that in the event that the Demised Premises cannot be rebuilt and reinstated or if the Lessee is unable to await the rebuilding and reinstatement of the Demised Premises, the Lease shall absolutely determine;
6.7 to grant the Lessee the first option or first right of refusal to purchase the Land together with the building erected thereon at the same price offered to any other purchaser or if there is no other purchaser at the fair mar...
Lessor's Covenants. (i) The Lessor agrees that it will, at its ------------------ own cost and expense, promptly take such action as may be necessary to duly discharge any Lessor Lien on the Aircraft.
(ii) The Lessor agrees that, so long as no Event of Default shall have occurred and be continuing, the Lessor will not take any action or cause to be taken any action or fail to prevent any action arising by, through or under it, which causes interference with the Lessee's peaceful and quiet use, operation and possession of the Aircraft in accordance with the terms of this Lease.
(iii) The Lessor agrees that it shall and hereby does indemnify and hold harmless the Lessee and its permitted assigns against any and all claims, losses, liabilities and damages (including attorney fees and disbursements) incurred in connection with any breach of the covenants of this Section 4(d), provided, however, that the foregoing indemnity and -------- ------- agreement to hold harmless shall be coextensive in scope with, and shall in no way expand, waive or limit, such covenants or agreements or any rights, remedies or defenses which are or would be available in connection therewith.
(iv) Effective upon the execution and delivery of the Lease Supplement on the Delivery Date but only as long as no Event of Default shall have occurred and be continuing, the Lessor does hereby authorize the Lessee, on behalf of and to the exclusion of the Lessor, for the duration of the Term, to exercise in the Lessee's own name all existing warranties, service life policies and patent indemnities of manufacturers and maintenance and overhaul agencies of and for the Aircraft and Parts, if any, and upon the request, and at the cost, of the Lessee, the Lessor shall use its reasonable efforts to give the Lessee aid and assistance in enforcing the rights of the Lessee arising under such warranties, service life policies and patent indemnities.
Lessor's Covenants. Lessor covenants and agrees to warrant and defend Xxxxxx in the enjoyment and peaceful use and operation of the Premises during the term of this Lease, subject to the termination rights set forth herein.
Lessor's Covenants. Lessor (i) covenants that neither it nor any Person claiming by, through or under it will, through its own actions or inactions interfere in Lessee's or any Sublessee's continued possession, use, operation and quiet enjoyment of the Aircraft during the Term unless an Event of Default has occurred and is continuing and this Lease has been duly declared (or, with respect to Section 14(e) or (f), is deemed declared) in default, and this Lease shall not be terminated except as provided herein and (ii) covenants that it will not directly or indirectly create, incur, assume or suffer to exist any Lessor Lien attributable to it on or with respect to the Airframe or any Engine.
Lessor's Covenants. Lessor covenants and agrees as follows:
a. To warrant and defend Lessee in the enjoyment and peaceful possession of the premises during the aforesaid term.
b. If the premises are destroyed or so damages by fire, casualty, or other disaster that they become untenantable, Lessor will have the right to render the premises tenantable by repairs within ninety (90) days from the date of damage with reasonable additional time, if necessary, for Lessor to adjust the loss with insurance companies insuring the premises, or for any other delay occasioned by conditions beyond the control of Lessor. If the premises are not rendered tenantable within that time, either party will have the right to terminate this lease by written notice to the other. In the event of such termination, the rent shall be paid only to the date of the damage. If the lease is not terminated, rent nevertheless shall be abated during the period of time from the date of damage to the date abated during the period of time from the date of damage to the date of physical occupancy by Lessee or date of complete restoration, whichever occurs first.
Lessor's Covenants and DISCLAIMERSLESSOR'S COVENANTS and DISCLAIMERS -------------------------------------
7.1. Quiet EnjoymentQuiet Enjoyment ---------------- Provided no Event of Default shall have occurred and be continuing, neither the Lessor nor any Person claiming lawfully by, through or on account of the Lessor will interfere with the quiet use, possession and enjoyment of the Aircraft by the Lessee.
