Representations, Covenants and Warranties of Lessor. Lessor represents, covenants and warrants as follows:
Representations, Covenants and Warranties of Lessor. Lessor represents, covenants, and warrants to District that:
Representations, Covenants and Warranties of Lessor. The Lessor represents, covenants and warrants that (a) it is a nonprofit corporation duly created and validly existing under the laws of the State, has all necessary power and authority to perform its obligations under, this Lease, and has duly authorized the execution and delivery of this Lease; (b) the execution and delivery of this Lease does not conflict with or result in a breach of the terms of any agreement or instrument by which the Lessor is bound, or conflicts with or results in a violation of any provision of law or regulation applicable to the Lessor; (c) there is no litigation or proceeding pending or threatened against the Lessor or any other person affecting the right of the Lessor to execute or deliver this Lease or to comply with its obligations under this Lease.
Representations, Covenants and Warranties of Lessor. The Lessor hereby represents, covenants, and warrants that (a) it is a nonprofit corporation duly created and validly existing under the laws of the Commonwealth; (b) it has all necessary power and authority to enter into and to perform its obligations under this Lease and all related documents; (c) it has duly authorized the execution and delivery of this Lease and all other related documents; (d) the execution and delivery of this Lease does not (i) conflict with or result in a breach of the terms of any agreement or instrument by which the Lessor is bound or (ii) conflict with or result in a violation of any provision of any law or regulation applicable to the Lessor; and (e) there is no litigation or proceeding pending or threatened against the Lessor or any other person affecting the right of the Lessor to execute or deliver this Lease or to comply with its obligations hereunder.
Representations, Covenants and Warranties of Lessor. Lessor represents, covenants and warrants as follows: (a) Lessor is a Tennessee public nonprofit corporation. Under the provisions of this Act, Lessor is authorized to enter into the transactions contemplated by this Agreement, including, without limitation, executing and delivering the Lessor Documents, and to carry out its obligations hereunder and thereunder. Lessor has duly authorized the execution, delivery and performance of the Lessor Documents. The Lessor Documents constitute the valid and legally binding obligations of Lessor, enforceable in accordance with their terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or similar laws at the time in effect affecting the rights or remedies of creditors generally or by general principles of equity. (b) Lessor has received from the City, the County and any other requisite governmental authority sufficient authority and power under Tennessee Code Annotated Section 7-53-305 to authorize, negotiate, enter into, receive and accept in lieu of tax payments, as set forth in Article IV hereof. (c) Lessor will at all times during the Lease Term remain in existence as a public nonprofit corporation under the Act with full power and authority to take such action as may be required of it during the Lease Term, including executing and delivering a good and sufficient deed of transfer and bills of sale to transfer the Project to Lessee if and when Lessee shall elect to exercise its option to purchase the Project pursuant to Article XI. (d) Lessor will not sell, pledge or otherwise encumber any of its rights or obligations under this Agreement other than as contemplated herein. (e) The Project constitutes a "project" within the meaning of the Act, and Lessor will not cause the Project to cease to constitute a "project" within the meaning of the Act except as contemplated by Section 10.2 (f) Neither the execution and delivery of the Lessor Documents nor the consummation of the transactions contemplated hereby and <PAGE> thereby, nor the fulfillment of or compliance with the terms and conditions hereof or thereof materially conflicts with or results in a material breach of the terms, conditions or provisions of any agreement or instrument to which Lessor is now a party or by which Lessor is found, or constitutes a material default under any of the foregoing. (g) There is no action, suit, proceeding, inquiry or investigation, in law or in equity, before or by any c...
