Common use of Representations and Warranties of Lessee Clause in Contracts

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of Acceptance: (a) Lessee has adequate power and capacity to enter into the Lease, any documents relative to the purchase of the Equipment leased under such Lease and any other documents required to be delivered in connection with this Lease (collectively, the "Documents"); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the Lease; and all information supplied to Lessor is accurate and complete. (b) Lessee's entering into the Lease and leasing the Equipment does not and will not: (i) violate any judgment, order, or law applicable to the Lease, Lessee or Lessee's certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's partnership agreement (if Lessee is a partnership); or (ii) result in the creation of any lien, security interest or other encumbrance upon the Equipment. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("Lessee Group"), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its board of directors or partners (if Lessee is a partnership) and hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of Acceptancehereof: (a) Lessee has adequate power and capacity to enter into the this Agreement and each Lease, any documents relative relating to the purchase of the Equipment leased under such Lease and any other documents required to be delivered in connection with this Lease herewith or therewith (collectively, the "Documents"); the Documents have been duly authorized, executed executed, and delivered by Lessee and constitute valid, legal legal, and binding agreements, enforceable in accordance with their terms; there are no legal or other proceedings presently pending or threatened against Lessee which will may impair its ability to perform under the LeaseDocuments or affect the validity thereof; and all information which has been supplied to Lessor is accurate and complete. (b) Lessee's entering into execution of the Lease Documents and its leasing of the Equipment does not and will not: not (i) violate Lessee's organizational documents or any judgment, order, order or law applicable to the Lease, Lessee this Agreement or any Lease or Lessee's certificate of incorporation ; (ii) violate or by-laws (if require consent under any agreement to which Lessee is a corporation) party or to which Lessee's partnership agreement (if Lessee property is a partnership)subject; or (iiiii) result in the creation of any lien, security interest interest, or other encumbrance upon the EquipmentEquipment except in favor of the Lessor. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee it is a member ("Lessee Group"), ) delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from of operations of Lessee, or of the Lessee Group, as of the stated date and period(s)for the indicated periods. Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of the Lessee or of the Lessee Group. (d) If Lessee is a corporation corporation, partnership or partnershiplimited liability company, it is and will be validly existing and in good standing under the laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its the board of directors directors, partners, members or partners (if Lessee is a partnership) managers, as the case may be, and such persons hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of AcceptanceLease Commencement Date: (a) Lessee has adequate power and capacity to enter into the this Agreement, each Lease, any documents relative to the purchase of the Equipment leased under such Lease and to the license of all Software and any other documents required to be delivered in connection with this the Lease (collectively, the "Documents"); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the LeaseDocuments; and all information supplied to Lessor is accurate and complete. (b) Lessee's entering into the Lease and leasing the Equipment and licensing any Software does not and will not: (i) violate any judgment, order, or law applicable to the Lease, Lessee or Lessee's certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's partnership agreement (if Lessee is a partnership); or (ii) result in the creation of any lien, security interest or other encumbrance upon the EquipmentEquipment or Software. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("Lessee Group"), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods principles, consistently applied, and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date date(s) and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its board of directors or partners (if Lessee is a partnership) and hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of Acceptancehereof: (a) Lessee has adequate power and capacity to enter into the this Agreement and each Lease, any documents relative relating to the purchase of the Equipment leased under such Lease and any other documents required to be delivered in connection with this Lease herewith or therewith (collectively, the "Documents"); the Documents have been duly authorized, executed executed, and delivered by Lessee and constitute valid, legal legal, and binding agreements, enforceable in accordance with their terms; there are no legal or other proceedings presently pending or threatened against Lessee which will may impair its ability to perform under the Lease; Documents or affect the validity thereof: and all information which has been supplied to Lessor is accurate and complete. (b) Lessee's entering into execution of the Lease Documents and its leasing of the Equipment does not and will not: not (i) violate Lessee's organizational documents or any judgment, order, order or law applicable to the Lease, Lessee this Agreement or any Lease or Lessee's certificate of incorporation ; (ii) violate or by-laws (if require consent under any agreement to which Lessee is a corporation) party or to which Lessee's partnership agreement (if Lessee property is a partnership)subject; or (iiiii) result in the creation of any lien, security interest interest, or other encumbrance upon the EquipmentEquipment except in favor of the Lessor. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee it is a member ("Lessee Group"), ) delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from of operations of Lessee, or of the Lessee Group, as of the stated date and period(s)for the indicated periods. Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of the Lessee or of the Lessee Group. (d) If Lessee is a corporation corporation, partnership or partnershiplimited liability company, it is and will be validly existing and in good standing under the laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its the board of directors directors, partners, members or partners (if Lessee is a partnership) managers, as the case may be, and such persons hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of Acceptance: (a) Lessee has adequate power and capacity to enter into the Lease, any documents relative to the purchase of the Equipment leased under such Lease and any other documents required to be delivered in connection with this Lease (collectively, the "Documents"); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the Lease; and all information supplied to Lessor is accurate and complete. (b) Lessee's entering into the Lease and leasing the Equipment does not and will not: not (i) violate any judgment, order, or law applicable to the Lease, Lessee or Lessee's certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's partnership agreement (if Lessee is a partnership); or (ii) result in the creation of any lien, security interest or other encumbrance upon the Equipment. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("Lessee Group"), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its board of directors or partners (if Lessee is a partnership) and hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of hereof and each Lease and of each Certificate of AcceptanceCommencement Date: (a) Lessee has adequate power and capacity to enter into the Lease, any documents relative to the purchase of the Equipment leased under such Lease Lease, the licensing of any Software and any other documents required to be delivered in connection with this Lease (collectively, the "“Documents"”); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the Lease; and all information supplied to Lessor is accurate and complete. (b) Lessee's ’s entering into the Lease and Lease, leasing the Equipment Equipment, and agreeing to have Lessor finance a license to the Software does not and will not: (i) violate any judgment, order, or law applicable to the Lease, Lessee or Lessee's ’s certificate of incorporation or by-laws (if Lessee laws, partnership or operating agreement, as applicable, nor constitute an event of default under any material agreement by which it is a corporation) or Lessee's partnership agreement (if Lessee is a partnership)bound; or (ii) result in the creation of any lien, security interest or other encumbrance upon the EquipmentEquipment or Software. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("“Lessee Group"”), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee GroupMaterial Adverse Change. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under laws of the state of its incorporation or organizationformation and any other state in which the conduct of its business requires it to be so qualified; the persons signing the Lease are acting with the full authority of its board of directors directors, partners or partners (if Lessee is a partnership) members, as applicable, and hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease Schedule and of each Certificate of AcceptanceAcceptance Date: (a) Lessee has adequate power and capacity to enter into the Leasethis Lease Agreement, any documents relative to the purchase each Schedule, each Certificate of the Equipment leased under such Lease Acceptance and any other documents required to be delivered in connection with this Lease Agreement (collectively, the "“Documents"”); Lessee’s execution, delivery and performance of the Documents have been duly authorizedauthorized by all necessary corporate, executed and delivered by Lessee limited liability or partnership action, as applicable, and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the Leasethis Lease Agreement; Lessee’s exact legal name, location of its chief executive office, and state of formation are true and complete as written on page 1 of this Lease Agreement; and all information supplied to Lessor by Lessee is complete, accurate and completenot materially misleading. (b) Lessee's ’s entering into the this Lease Agreement and leasing the Equipment and financing any Fees hereunder does not and will not: (i) violate any judgment, order, order or law applicable to the LeaseLessee, or any other agreement entered into by Lessee with its creditors or any other party, or Lessee's certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's partnership agreement (if Lessee is a partnership)’s organizational documents; or (ii) result in the creation of any lien, security interest or other encumbrance upon the EquipmentEquipment or this Lease Agreement. (c) All financial data of Lessee or Lessee, any guarantor and of any consolidated group of companies of which Lessee is a member ("“Lessee Group"”), delivered to Lessor now or in the future have been and will be prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under the laws of the state of its incorporation organization; and Lessee is duly qualified to do business as a foreign entity and is in good standing in each jurisdiction in which the character of its properties or organizationthe nature of its business or the performance of its obligations under this Lease Agreement requires such qualification; the persons signing the Lease Documents are acting with the full authority of its board of directors directors, members or managers (if the Lessee is a limited liability company), or partners (if Lessee is a partnership) ), and hold the offices indicated below their signatures, which are genuine. (e) The Equipment and Software shall only be used in Lessee’s trade or business, in accordance with applicable law. Lessee has not and will not take any action or maintain any position inconsistent with treating this Lease Agreement as creating a valid leasehold interest in the Equipment. (f) Lessee is and will remain in full compliance with all laws and regulations applicable to it including, without limitation, (i) ensuring that no person who owns a controlling interest in or otherwise controls Lessee is or shall be (Y) listed on the Specially Designated Nationals and Blocked Person List maintained by the Office of Foreign Assets Control (“OFAC”), Department of the Treasury, and/or any other similar lists maintained by OFAC pursuant to any authorizing statute, Executive Order or regulation or (Z) a person designated under Section 1(b), (c) or (d) of Executive Order No. 13224 (September 23, 2001), any related enabling legislation or any other similar Executive Orders, and (ii) compliance with all applicable Bank Secrecy Act (“BSA”) laws, regulations and government guidance on BSA compliance and on the prevention and detection of money laundering violations.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of AcceptanceLease Commencement Date: (a) Lessee has adequate power and capacity to enter into the this Agreement, each Lease, any documents relative to the purchase of the Equipment leased under such Lease and to the license of all Software and any other documents required to be delivered in connection with this the Lease (collectively, the "“Documents"”); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are arc no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the LeaseDocuments; and all information supplied to Lessor is accurate and complete. (b) Lessee's ’s entering into the Lease and leasing the Equipment and licensing any Software does not and will not: (i) violate any judgment, order, or law applicable to the Lease, Lessee or Lessee's ’s certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's ’s partnership agreement (if Lessee is a partnership); or (ii) result in the creation of any lien, security interest or other encumbrance upon the EquipmentEquipment or Software. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("“Lessee Group"”), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods principles, consistently applied, and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date date(s) and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly validty existing and in good standing under laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its board of directors or partners (if Lessee is a partnership) and hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of Acceptance: (a) Lessee has adequate power and capacity to enter into the Lease, any documents relative to the purchase of the Equipment leased under such Lease and any other documents required to be delivered in connection with this Lease (collectively, the "Documents"); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the Lease; and all information supplied to Lessor is accurate and complete. (b) Lessee's entering into the Lease and leasing the Equipment does not and will not: (i) violate any judgmentjudgement, order, or law applicable to the Lease, Lessee or Lessee's certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's partnership agreement (if Lessee is a partnership); or (ii) result in the creation of any lien, security interest or other encumbrance upon the Equipment. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("Lessee Group"), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its board of directors or partners (if Lessee is a partnership) and hold the offices indicated below their signatures, which are genuine.

Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that as of the date of each Lease and of each Certificate of AcceptanceLease Commencement Certificate: (a) Lessee has adequate power and capacity to enter into the Lease, any documents relative relate to the purchase of the Equipment leased under such Lease and any other documents required to be delivered in connection with this Lease (collectively, the "Documents"); the Documents have been duly authorized, executed and delivered by Lessee and constitute valid, legal and binding agreements, enforceable in accordance with their terms; there are no proceedings presently pending or threatened against Lessee which will impair its ability to perform under the Lease; and all information supplied to Lessor is accurate and complete. (b) Lessee's entering into the Lease and leasing the Equipment does not and will not: (i) violate any judgment, order, or law applicable to the Lease, Lessee or Lessee's certificate of incorporation or by-laws (if Lessee is a corporation) or Lessee's partnership agreement (if Lessee is a partnership); or (ii) result in the creation of any lien, security interest or other encumbrance upon the Equipment. (c) All financial data of Lessee or of any consolidated group of companies of which Lessee is a member ("Lessee Group"), delivered to Lessor have been prepared in accordance with generally accepted accounting principles applied on a consistent basis with prior periods and fairly present the financial position and results from operations of Lessee, or of the Lessee Group, as of the stated date data and period(s). Since the date of the most recently delivered financial data, there has been no material adverse change in the financial or operating condition of Lessee or of the Lessee Group. (d) If Lessee is a corporation or partnership, it is and will be validly existing and in good standing under laws of the state of its incorporation or organization; the persons signing the Lease are acting with the full authority of its board of directors or partners (if Lessee is a partnership) and hold the offices indicated below their signatures, which are genuine.