Common use of Nature of Lease Clause in Contracts

Nature of Lease. The parties hereto intend that (i) for financial accounting purposes with respect to the Lessee, the Lessor will be treated as the owner and lessor of the Facility and the Lessee will be treated as the lessee of the Facility under this Lease, and (ii) for all federal and all state and local income tax purposes and bankruptcy and commercial law purposes, (A) the Lease will be treated as a financing arrangement, (B) the Lessor and the other Participants will be deemed lenders making loans to the Lessee in an amount equal to the sum of the Investor Amounts and the outstanding principal amount of the Loans, which loans are secured by the Facility, (C) the Lessee will be treated as the owner of the Facility for tax purposes and will be entitled to all tax benefits ordinarily available to an owner of property such as the Facility for such tax purposes and (D) the obligations of the Lessee to pay the Base Rent and any part of the Lease Balance shall be treated as payments of interest and principal, respectively, for federal and state income tax and bankruptcy and commercial law purposes. Nevertheless, each party acknowledges and agrees that no other party has made any representations or warranties to any other party concerning the tax, accounting or legal characteristics of the Operative Documents and that each party has obtained and relied upon such tax, accounting and legal advice concerning the Operative Documents as it deems appropriate. The Lessor shall have a valid and binding security interest in and Lien on the Facility, free and clear of all Liens other than Permitted Liens, as security for the obligations of the Lessee under the Operative Documents.

Nature of Lease. The parties hereto intend that (i) for financial accounting purposes with respect to the Lessee, the (A) Lessor will be treated as the sublessor of the Land under this Lease and the owner and the lessor of the Facility Improvements and the Lessee will be treated as the sublessee of the Land under this Lease and the lessee of the Facility under this LeaseImprovements, and (B) the Investors will be deemed to have an equity investment in Ground Lessee and Lessor and the Lenders will be deemed lenders to Ground Lessee and Lessor and (ii) for all federal and all state and local income tax purposes and bankruptcy and commercial law purposes, (A) the this Lease will be treated as a financing arrangement, (B) Lessor, the Lessor Investors and the other Participants Lenders will be deemed lenders making loans to the Lessee in an amount equal to the sum of the Investor Amounts and the outstanding principal amount of the Loans, which loans Loans are secured by the FacilityProperties, (C) the Lessee will be treated as the owner of the Facility Properties for tax purposes and will be entitled to all tax benefits ordinarily available to an owner of property such as like the Facility Properties for such tax purposes and (D) the obligations of the Lessee to pay the Base Rent and any part of the Lease Balance shall be treated as payments of if interest and principal, respectively, for federal Federal and state income tax and bankruptcy and commercial law purposes. Nevertheless, each party acknowledges and agrees that no other party has made 7 any representations or warranties to any other party concerning the tax, accounting or and legal characteristics of advice concerning the Operative Documents and that each party has obtained and relied upon such tax, accounting and legal advice concerning the Operative Documents as it deems appropriate. The Lessor shall be deemed to have a valid and binding security interest in and Lien on the FacilityProperties, free and clear of all Liens other than Permitted Liens, as security for the obligations of the Lessee under the Operative Documents. Except as otherwise provided by law or in connection with a settlement, compromise or adjudication made under the provisions of Section 9.2(b) of the Participation Agreement, each of the parties to this Lease agrees that it will not, nor will it permit any Affiliate to at any time, directly or indirectly take any action or fail to take any action with respect to the filing of any income tax or other tax return, to the extent that such action or failure to take action would be inconsistent with the intention of the parties expressed in this Section 2.2.

Nature of Lease. The parties hereto intend that (i) for financial accounting purposes with respect to the Lessee, (A) the Lessor will be treated as the owner and lessor of the Facility and the Lessee will be treated as the lessee of the Facility under this Lease, and (B) the Investors will be deemed to have an equity investment in the Lessor and (ii) for all federal and all state and local income tax purposes and bankruptcy and commercial law purposes, (A) the Lease will be treated as a financing arrangement, (B) the Lessor Lessor, the Investors and the other Participants Lenders will be deemed lenders making loans to the Lessee in an amount equal to the sum of the Investor Amounts and the outstanding principal amount of the Loans, which loans are secured by the Facility, (C) the Lessee will be treated as the owner of the Facility for tax purposes and will be entitled to all tax benefits ordinarily available to an owner of property such as the Facility for such tax purposes and (D) the obligations of the Lessee to pay the Base Rent and any part of the Lease Balance shall be treated as payments of interest and principal, respectively, for federal and state income tax and bankruptcy and commercial law purposes. Nevertheless, each party acknowledges and agrees that no other party has made any representations or warranties to any other party concerning the tax, accounting or legal characteristics of the Operative Documents and that each party has obtained and relied upon such tax, accounting and legal advice concerning the Operative Documents as it deems appropriate. The Lessor shall have a valid and binding security interest in and Lien on the Facility, free and clear of all Liens other than Permitted Liens, as security for the obligations of the Lessee under the Operative Documents.. ARTICLE III RENT

Nature of Lease. The parties hereto intend that (i) for financial accounting purposes with respect to the Lessee, the (A) Lessor will be treated as the sublessor of the Traville Site under the Lease and the owner and the lessor of the Facility Improvements and the Manufacturing Facility Site and Lessee will be treated as the lessee of the Manufacturing Facility Site and the sublessee of the Traville Site under this Leasethe Lease and the lessee of the Improvements, and (B) the Investors will be deemed to have an equity investment in Lessor, and (ii) for all federal and all state and local income tax purposes and bankruptcy and commercial law purposes, (A) the Lease will be treated as a financing arrangement, (B) Lessor, the Lessor Investors and the other Participants Lenders will be deemed lenders making loans to the Lessee in an amount equal to the sum of the Investor Amounts and the outstanding principal amount of the Loans, which loans are secured by the FacilityLiquid Collateral to the extent of the Lessor's interest therein and each Property, (C) the Lessee LEASE AGREEMENT (HGSI) will be treated as the owner of the Facility Properties for tax purposes and will be entitled to all tax benefits ordinarily available to an owner of property such as like the Facility Properties for such tax purposes and (D) the obligations of the Lessee to pay the Base Rent and any part of the Lease Balance shall be treated as payments of interest and principal, respectively, for federal Federal and state income tax and bankruptcy and commercial law purposes. Nevertheless, each party acknowledges and agrees that no other party has made any representations or warranties to any other party concerning the tax, accounting or legal characteristics of the Operative Documents and that each party has obtained and relied upon such tax, accounting and legal advice concerning the Operative Documents as it deems appropriate. The Lessor shall have a valid and binding security interest in and Lien on the FacilityLiquid Collateral and each Property, free and clear of all Liens other than Permitted Liens, as security for the obligations of the Lessee under the Operative Documents.