Organization, Authority and Status. (i) Each of the Lessee Parties (other than individuals), as applicable, is duly organized or formed, validly existing and in good standing under the laws of its state of incorporation or formation. Lessee is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in each state where the Properties are located, and each of the Lessee Parties is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in any other jurisdiction where the failure to be qualified would reasonably be expected to result in a Material Adverse Effect. All necessary action has been taken to authorize the execution, delivery and performance by Lessee of this Lease and of the other documents, instruments and agreements provided for herein. Lessee is not a "foreign corporation", "foreign partnership", "foreign trust", "foreign limited liability company" or "foreign estate", as those terms are defined in the Internal Revenue Code and the regulations promulgated thereunder. Lessee's U.S. Federal Tax Identification number, Organization Identification number and principal place of business are correctly set forth on the signature page of this Lease. The person(s) who have executed this Lease on behalf of Lessee are duly authorized to do so. None of the Lessee Parties, and no individual or entity owing directly or indirectly any interest in any of the Lessee Parties, is an individual or entity whose property or interests are subject to being "blocked" under any of the Terrorism Laws or who is otherwise in violation of any of the Terrorism Laws.
Appears in 2 contracts
Samples: Master Lease (Alon USA Energy, Inc.), Master Lease (Alon USA Energy, Inc.)
Organization, Authority and Status. (i) Each of the Lessee Parties (other than individuals), as applicable, is duly organized or formed, validly existing and in good standing under the laws of its state of incorporation or formation. Lessee is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in each the state where the Properties Premises are located, and each of the Lessee Parties is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in any other jurisdiction where the failure to be qualified would reasonably be expected to result in a Material Adverse Effect. All necessary action has been taken to authorize the execution, delivery and performance by Lessee of this Lease and of the other documents, instruments and agreements provided for herein. Lessee is not a "“foreign corporation"”, "“foreign partnership"”, "“foreign trust"”, "“foreign limited liability company" ” or "“foreign estate"”, as those terms are defined in the Internal Revenue Code and the regulations promulgated thereunder. Lessee's U.S. Federal Tax Identification number, Organization Identification number and principal place of business are correctly set forth on the signature page of this Lease. The person(s) who have executed this Lease on behalf of Lessee are duly authorized to do so. None of the Lessee Parties, and no individual or entity owing owning directly or indirectly any interest in any of the Lessee Parties, is an individual or entity whose property or interests are subject to being "blocked" blocked under any of the Terrorism OFAC Laws and Regulations or who is otherwise in violation of any of the Terrorism LawsOFAC Laws and Regulations; provided, however, the representation contained in this sentence shall not apply to any Person to the extent such Person’s interest is in or through a U.S. Publicly-Traded Entity.
Appears in 1 contract
Samples: Lease (Jill Intermediate LLC)
Organization, Authority and Status. (i) Each of the Lessee Parties (other than individuals), as applicable, is duly organized or formed, validly existing and in good standing under the laws of its state of incorporation or formation. Lessee is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in each state where the Properties are located, and each of the Lessee Parties is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in any other jurisdiction where the failure to be qualified would reasonably be expected to result in a Material Adverse Effect. All necessary action has been taken to authorize the execution, delivery and performance by Lessee of this Lease and of the other documents, instruments and agreements provided for herein. The person(s) who have executed this Lease on behalf of Lessee are duly authorized to do so. Lessee is not a "foreign corporation", "foreign partnership", "foreign trust", "foreign limited liability companyestate" or "foreign estate", person" (as those terms are defined in the Internal Revenue Code and the regulations promulgated thereunderof 1986, as amended). Lessee's U.S. Federal Tax Identification number, Organization Identification number and principal place of business are correctly set forth on the signature page of this Lease. The person(s) who have executed this Lease on behalf of Lessee are duly authorized to do so. None of the Lessee Parties, and no individual or entity owing owning directly or indirectly any interest in any of the Lessee Parties, is an individual or entity whose property or interests are subject to being "blocked" blocked under any of the Terrorism OFAC Laws and Regulations or who is otherwise in violation of any of the Terrorism LawsOFAC Laws and Regulations; provided, however, the representation contained in this sentence shall not apply to any Person to the extent such Person's interest is in or through a U.S. Publicly-Traded Entity.
Appears in 1 contract
Samples: Master Lease (Alexanders J Corp)
Organization, Authority and Status. (i) Each of the Lessee Parties (other than individuals), as applicable, is duly organized or formed, validly existing and in good standing under the laws of its state of incorporation or formation. Lessee is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in each state where the Properties are Property is located, and each of the Lessee Parties is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in any other jurisdiction where the failure to be qualified would reasonably be expected to result in a Material Adverse Effect. All necessary action has been taken to authorize the execution, delivery and performance by Lessee of this Lease and of the other documents, instruments and agreements provided for herein. Lessee is not a "“foreign corporation"”, "“foreign partnership"”, "“foreign trust"”, "“foreign limited liability company" ” or "“foreign estate"”, as those terms are defined in the Internal Revenue Code and the regulations promulgated thereunder. Lessee's ’s U.S. Federal Tax Identification number, Organization Identification number and principal place of business are correctly set forth on the signature page of this Lease. The person(s) who have executed this Lease on behalf of Lessee are duly authorized to do so. None of the Lessee Parties, and no individual or entity owing owning directly or indirectly any interest in any of the Lessee Parties, is an individual or entity whose property or interests are subject to being "blocked" blocked under any of the Terrorism Laws or who is otherwise in violation of any of the Terrorism Laws.
Appears in 1 contract
Samples: Lease (Jameson Inns Inc)
Organization, Authority and Status. (i) Each of the Lessee Parties (other than individuals), as applicable, Tenant is duly organized or formed, validly existing and in good standing under the laws of its state of incorporation or formation. Lessee .
(ii) Tenant is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in each state where the Properties Premises are located, and each of the Lessee Parties .
(iii) Tenant is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in any other jurisdiction where the failure to be qualified would reasonably be expected to result in a Material Adverse Effect. .
(iv) All necessary action has been taken to authorize the execution, delivery and performance by Lessee Tenant of this Lease and of the other documents, instruments and agreements provided for herein. Lessee .
(v) Tenant is not a "“foreign corporation"”, "“foreign partnership"”, "“foreign trust"”, "“foreign limited liability company" ” or "“foreign estate"”, as those terms are defined in the Internal Revenue Code of 1986, as amended (the “Tax Code”), and the regulations promulgated thereunder. Lessee's U.S. Federal Tax Identification number, Organization Identification number and principal place of business are correctly set forth on the signature page of this Lease. .
(vi) The person(s) who have executed this Lease on behalf of Lessee Tenant are duly authorized to do so. None of the Lessee Parties.
(vii) Neither Tenant nor, and no to Tenant’s knowledge, any individual or entity owing owning directly or indirectly any interest in any of the Lessee PartiesTenant, is an individual or entity whose property or interests are subject to being "blocked" blocked under any of the Terrorism OFAC Laws and Regulations or who is otherwise in violation of any of the Terrorism LawsOFAC Laws and Regulations; provided, however, the representations contained in this sentence shall not apply to any Person to the extent such Person’s interest is in or through a U.S. Publicly-Traded Entity.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Gramercy Property Trust Inc.)
Organization, Authority and Status. (i) Each of the Lessee Parties (other than individuals), as applicable, Landlord is duly organized or formed, validly existing and in good standing under the laws Applicable Legal Requirements of its state of incorporation or formation. Lessee .
(ii) Landlord is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in each state where the Properties Premises are located, and each of the Lessee Parties .
(iii) Landlord is qualified as a foreign corporation, partnership or limited liability company, as applicable, to do business in any other jurisdiction where the failure to be qualified would reasonably be expected to result in a Material Adverse Effect. material adverse effect on Landlord’s ability to perform its obligations under this Lease.
(iv) All necessary action has been taken to authorize the execution, delivery and performance by Lessee Landlord of this Lease and of the other documents, instruments and agreements provided for herein. Lessee .
(v) Landlord is not a "“foreign corporation"”, "“foreign partnership"”, "“foreign trust"”, "“foreign limited liability company" ” or "“foreign estate"”, as those terms are defined in the Internal Revenue Tax Code and the regulations promulgated thereunder. Lessee's U.S. Federal Tax Identification number, Organization Identification number and principal place of business are correctly set forth on the signature page of this Lease. .
(vi) The person(s) who have executed this Lease on behalf of Lessee Landlord are duly authorized to do so. None of the Lessee Parties.
(vii) Landlord, and no individual or entity owing owning directly or indirectly any interest in any of the Lessee PartiesLandlord, is an individual or entity whose property or interests are subject to being "blocked" blocked under any of the Terrorism OFAC Laws and Regulations or who is otherwise in violation of any of the Terrorism LawsOFAC Laws and Regulations; provided, however, the representations contained in this sentence shall not apply to any Person to the extent such Person’s interest is in or through a U.S. Publicly-Traded Entity.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Gramercy Property Trust Inc.)