Representations Warranties and Covenants of Lessor. Lessor hereby represents, warrants and covenants to Lessee the following:
5.1.1 Lessor has the full power, authority and legal right to execute, deliver and perform the terms of this Agreement.
5.1.2 Lessor shall operate and maintain the Aircraft in a prudent and professional manner, in accordance with the flight manual and all recommended manufacturer’s operating practices and procedures, and in full compliance with all applicable federal, state or local rules and regulations, and the provisions of Lessor’s insurance policy.
Representations Warranties and Covenants of Lessor. 6.1 The representations and other statements made by the Lessor in any of the Recitals and other parts of the Lease Deed are true and will remain For MERITON INFOTECH PVT. LTD Markit India Services Pvt. Ltd. [/s/ Xxxx Xxxxxxx] [/s/ Xxxxxx Xxxxxxxx] Authorised Signatory Director/Authorized Signatory [Stamp duty paid] true throughout the term of the Lease Deed. The Lessor hereby represents and warrants that:
(i) The Lessor is a company duly incorporated and registered under the Companies Act, 1956 and is validly existing.
(ii) Subject to the Noida Lease Deed and in accordance with the rent permission obtained in respect of the Demised Premises, the Lessor has full legal right, power and authority to enter into this Lease Deed and to perform its obligations as set forth herein.
(iii) The execution and performance of this Lease Deed does not and will not conflict with or contravene any provision of the Lessor’s charter documents or any agreement, document, or other obligation to which it is subject.
(iv) Subject to the terms of the Noida Lease Deed and except for the encumbrances in favor of Axis Bank Limited and ING Vysya Bank Limited, the Lessor is the sole owner of the Property and has absolute title, rights and interest in the Property and is in possession of the same and that no other person has any right, title or interest in the Property.
(v) The Property including the Base Building has been constructed in accordance with the terms of the Noida Lease Deed, sanctioned building plans for the Property and is in compliance with Noida For MERITON INFOTECH PVT. LTD Markit India Services Pvt. Ltd. [/s/ Xxxx Xxxxxxx] [/s/ Xxxxxx Xxxxxxxx] Authorised Signatory Director/Authorized Signatory [Stamp duty paid] building bye-laws, rules and regulations applicable to the construction and upkeep of the Property.
(vi) There is no pending litigation relating to the Property and there is no information relating to the Property known to the Lessor, which may lead to sealing or closure of the Demised Premises or which may adversely impact the intended use and occupancy by the Lessee of the Demised Premises. Further, to the best of the Lessor’s knowledge, as on date, there is no acquisition for public purpose proceedings or litigation or administrative actions or other matters which may adversely impact the intended use and occupancy by the Lessee of the Demised Premises.
(vii) There are no leases, subleases, licenses or agreements, written or oral, granting to any party or ...
Representations Warranties and Covenants of Lessor. Lessor represents, warrants and covenants to Lessee that:
Representations Warranties and Covenants of Lessor. The Lessor hereby represents, warrants and covenants to the COIN Parties as follows:
a. Lessor is the lessor under the Lease and sole owner of the Claims, free and clear of all liens, claims, charges and encumbrances and other restrictions of any nature. Other than as contemplated by this Agreement, Lessor has not sold, transferred, assigned, encumbered or released its interest in the Lease or any part of the Claims.
x. Xxxxxx has all necessary power and authority to execute, deliver and perform all of its obligations under this Agreement. Lessor has such knowledge and experience in business and financial matters that it is able to protect its own interests and evaluate the risks and benefits of entering into this Agreement. Lessor acknowledges and agrees that it has had an opportunity to conduct its own due diligence and consult with its own legal counsel, and tax, financial and other advisors, and that Lessor is not relying on any advice or representations from the COIN Parties other than those contained herein. Lessor acknowledges that neither Purchase nor any of its affiliates, employees or agent of the COIN Parties is acting as a fiduciary or in another similar capacity for, or an advisor to, Lessor in respect of this Agreement or otherwise.
c. The execution, delivery and performance of this Agreement by Lessor has been duly authorized by all requisite action on the part of Lessor. This Agreement has been duly executed and delivered by Lessor and constitutes the legal, valid and binding obligation of Lessor, enforceable against Lessor in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency or similar laws affecting Lessors’ rights generally or the availability of equitable remedies.
d. The execution and delivery of this Agreement by Lessor, and the performance of all of its obligations hereunder (i) are not in violation or breach of, and will not conflict with or constitute a default under, any note, debt instrument, security agreement, security interest, lease, lien, deed of trust, mortgage, indebtedness, indenture, guarantee, instrument or any other material contract, license, obligation, purchase order, customer order, agreement or commitment binding upon Lessor, and (ii) will not conflict with or violate any applicable law, rule, regulation, judgment, order or decree of any government, governmental instrumentality or court having jurisdiction over Lessor.
e. There is no action, suit, inquiry, notice of violation...
Representations Warranties and Covenants of Lessor. As an inducement to Lessee to enter into and proceed under this Lease, Lessor warrants and represents to Lessee as follows, which warranties, representations and covenants are true and correct as of the date of this Lease, to the actual knowledge of Lessor:
(a) Lessor has the right, power and authority to enter into this Lease and to lease the Leased Premises to Lessee in accordance with the terms, provisions and conditions contained in this Lease, and no other party has any right or option to lease the Leased Premises;
(b) Lessor has received no written notice and has no actual knowledge of any litigation or action, pending or threatened, materially and adversely affecting the Leased Premises;
(c) Lessor has received no written notice and has no actual knowledge of any pending or threatened Taking relating to all or any part of the Leased Premises;
(d) the entry by Lessor into this Lease with Lessee and the performance of all of the terms, provisions and conditions contained herein will not, or with the giving of notice or the passage of time, or both, would not, violate or cause a breach or default under any other agreement relating to the Leased Premises to which Lessor is a party or by which it is bound;
(e) except as disclosed to Lessee or as is apparent from Lessee's inspection, there is no tenant, lessee or other occupant of the Leased Premises having any right or claim to possession or use of the Leased Premises;
(f) there are no unpaid special assessments of which Lessor has received notice for sewer, sidewalk, water, paving, gas, electrical or utility improvements or other capital expenditures affecting the Leased Premises;
(g) Lessor has received no written notice and has no actual knowledge of any violations of any Legal Requirements affecting any portion of the Leased Premises that materially affect the development of the Improvements;
(h) To Lessor's actual knowledge, there is no notice from any Governmental Authority or any Person, claiming any violation of any Legal Requirement pertaining to Hazardous Materials or any liability thereunder, or requiring or calling any attention to the need for any Environmental Cleanup Work on or in connection with the Leased Premises, and Lessor, its agents or employees have not ever been informed of any threatened or proposed serving of any such notice of violation or corrective work order;
(i) Except for any representations and warranties specifically with respect to the condition of the Land or Leased Pr...
Representations Warranties and Covenants of Lessor. Lessor represents, warrants, and covenants to and with the Company that:
Representations Warranties and Covenants of Lessor. 9.1.1 Lessor represents and warrants as follows to the best of Xxxxxx's knowledge: (a) there are no circumstances known to Lessor and no commitments to third parties that may damage, impair or otherwise adversely affect Xxxxxx's Operations, the Solar Facilities or their function including, but not limited to, blocking direct sunlight to the Photovoltaic System; (b) Lessor has good and lawful fee simple title to the Premises and all required legal access for ingress and egress to and from the Premises, free and clear of all mortgages or other liens (c) Lessor has the full right to enter into this Lease without the consent or approval of any other party; and (d) Lessee shall have quiet and peaceful possession and use of the Premises throughout the term of this Lease.
9.1.2 Lessor hereby agrees, for itself, its agents, employees, representatives, tenants, contractors, successors and assigns, that it will not initiate or conduct activities at any location that it knows or reasonably should know may damage, impair or otherwise adversely affect the Solar Facilities or their functions, including, without limitation, activities that may adversely affect the Photovoltaic System's exposure to sunlight Lessor further covenants for itself, its agents, employees, representatives, tenants, contractors, successors and assigns that it will not
(i) materially interfere with or prohibit the free and complete use and enjoyment by Lessee of its rights granted under this Lease; (ii) take any action or permit any action to be taken which will materially interfere with the availability and accessibility of solar radiation over and above the Premises; (iii) take any action that will or may materially interfere with the transmission of energy to or from the Premises or by, over and through the easement areas; (iv) take any action or permit any action to be taken that may impair Xxxxxx's access to the Premises and/or any portion of the Solar Facilities for the purposes specified in this Lease, or (v) plant, maintain or allow any vegetation or erect or maintain or allow any structure or use which will, during daylight, cast a shadow on the Solar Facilities or permit the same to be done by others. To the extent that Lessor is provided with notice of plans to develop or build upon any properties directly adjacent to the Premises, then Lessor shall immediately provide Lessee with notice of such plan to develop or build.
Representations Warranties and Covenants of Lessor. As an inducement to Lessee to enter into and to proceed under this Lease, Lessor warrants and represents to Lessee as follows, which warranties, representations and covenants are true and correct as of the Commencement Date:
Representations Warranties and Covenants of Lessor. 4 (A) Title to the Property.........................................................4 (B) Modification of Permitted Encumbrances and Development Documents..............4 (C) Performance and Preservation of the Development Documents and Permitted
Representations Warranties and Covenants of Lessor. LESSOR represents, warrants and covenants to TENANT as follows:
x. XXXXXX is duly authorized to and has the full power and authority to enter into the Seventh Amendment and to perform all of LESSOR’s obligations under this Agreement as amended hereby.
b. TENANT is not currently in default under this Agreement, and to LESSOR’s knowledge, no event or condition has occurred or presently exists which, with notice or the passage of time or both, would constitute a default by TENANT under this Agreement.
