Representations and Warranties of the Lessor. As of the Closing Date, the Lessor represents and warrants to Lessee as follows:
Representations and Warranties of the Lessor. The Lessor represents and warrants to the Lessee as the basis for its undertaking of the transaction contemplated by this Lease as follows:
Representations and Warranties of the Lessor. Effective as of each Closing Date, the date of each Advance and the Rent Commencement Date (except to the extent any representation and warranty is otherwise specifically limited to one or more specific dates), the Lessor represents and warrants to each of the other parties hereto that:
(a) It is a Delaware corporation duly organized, validly existing and in good standing in the State of Delaware and the jurisdiction in which the Property is located and has the power and authority to enter into and perform its obligations under each of the Operative Agreements to which it is or will be a party and each other agreement, instrument and document to be executed and delivered by it on or before the Closing Date and each other Closing Date in connection with or as contemplated by each such Operative Agreement to which it is, or as the case may be, will be a party;
(b) The execution, delivery and performance of each Operative Agreement to which it is or will be a party has been duly authorized by all necessary action on its part and neither the execution and delivery thereof, nor the consummation of the transactions contemplated thereby, nor compliance by it with any of the terms and provisions thereof (i) does or will require any approval or consent of any holder of any of its indebtedness or obligations or any other consent or approval by any Person that has not previously been obtained, (ii) does or will contravene any Legal Requirement, (iii) does or will contravene or result in any breach of or constitute any default under, or result in the creation of any lien upon any of its property (except for the Liens created expressly pursuant to the Security Documents) under (A) its articles of organization or other formation documents or (B) any other agreement or instrument to which it is a property or by which it or its properties may be bound or affected;
(c) This Agreement and the other Operative Agreements to which it is or, as the case may be, will be a party, have been or on or before the applicable Closing Date, will be, duly executed and delivered by the Lessor and constitute, or upon execution and delivery will constitute, a legal, valid and binding obligation enforceable against the Lessor in accordance with the terms thereof, subject to bankruptcy, insolvency, moratorium and similar laws affecting creditors’ rights generally and general principles of equity (regardless of whether considered in a proceeding at law or in equity);
(d) There is no action or ...
Representations and Warranties of the Lessor. The Lessor makes the following representations and warranties:
Representations and Warranties of the Lessor. As of the Closing Date, the Lessor represents and warrants to each of the other parties hereto as follows:
Representations and Warranties of the Lessor. Effective as of the date of execution hereof and as of the Initial Funding Date, the Lessor represents and warrants to each of the other parties hereto as follows:
Representations and Warranties of the Lessor. The Lessor makes the following representations and warranties:
(i) DUE ORGANIZATION. The Lessor is duly organized and validly existing in good standing under the laws of the State of Delaware and has the power and authority to enter into and perform its obligations under this Lease and the Lease Supplement and Receipt.
(ii) DUE AUTHORIZATION: ENFORCEABILITY. This Lease has been, and the Lease Supplement and Receipt to which the Lessor is a party will be, duly authorized, executed and delivered by the Lessor, and, assuming due authorization, execution and delivery thereof by the other parties hereto and thereto, are, or in the case of the Lease Supplement and Receipt will be, legal, valid and binding obligations of the Lessor, enforceable in accordance with their respective terms.
Representations and Warranties of the Lessor. The Lessor represents and warrants as follows:
A. The Lessor is a body corporate and politic, and is authorized pursuant to the provisions of the Act to enter into the transactions contemplated by this Lease Agreement.
B. The Lessor has full power and authority to enter into the transactions contemplated by this Lease Agreement and the Trust Indenture and to carry out its obligations hereunder and thereunder.
C. The Lessor is not in default under any provisions of the laws of the State material to the performance of its obligations under this Lease Agreement.
D. The Lessor is authorized by the Act to execute and deliver this Lease Agreement and the Trust Indenture and by proper action has duly authorized the execution and delivery hereof and thereof and as to the Lessor, this Lease Agreement and the Indenture are valid and legally binding and enforceable in accordance with their terms, except to the extent that the enforceability thereof may be limited by (i) bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors’ rights heretofore or hereafter enacted to the extent constitutionally applicable,
Representations and Warranties of the Lessor. The Lessor represents and warrants that as of the date of execution and delivery hereof and as of the Closing Date:
Representations and Warranties of the Lessor. The Lessor represents and warrants to the Lessee that:
(a) the Lessor has good and valid right to the Seabed, and has power and authority to grant a lease in respect thereto to the Lessee;
(b) the Lessor has full powers to hold, dispose of and deal with the Seabed consistent and interlaid with the provisions of this Agreement; and
(c) the Lessee shall, subject to complying with the terms and conditions of this Agreement, remain in peaceful possession and enjoyment of the whole Seabed during the term set forth in Clause 4.1.2.
(d) it has full power and authority to execute, deliver and perform its obligations under this Agreement and to carry out the transactions contemplated herein and that it has taken all actions necessary to execute this Agreement, exercise its rights and perform its obligations, under this Agreement;
(e) it has taken all necessary actions under the Applicable Laws to authorize the execution, delivery and performance of this Agreement;
(f) it has the financial standing and capacity to perform its obligation under this Agreement;
(g) this Agreement constitutes a legal, valid and binding obligation enforceable against it in accordance with the terms hereof;
(h) it has no knowledge of any violation or default with respect to any order, writ, injunction or any decree of any court or any legally binding order of any Government Instrumentality which may result in any Material Adverse Effect on the Lessor’s ability to perform its obligations under this Agreement; and
(i) it has complied with Applicable Laws in all material respects.
