Sublessor's Representations and Warranties Sample Clauses

Sublessor's Representations and Warranties. Sublessor represents and warrants to Sublessee that:
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Sublessor's Representations and Warranties. Sublessor represents and warrants that (i) the Master Lease is in full force and effect, and there exists under the Master Lease no default or event of default by either Sublessor, or to the best of Sublessor's actual knowledge, Master Lessor, nor has there occurred any event which, with the giving of notice or the passage of time or both, could constitute such a default or event of default; and (ii) a true, correct and complete copy of the Master Lease is attached hereto as EXHIBIT A.
Sublessor's Representations and Warranties. SUBLESSOR SUBLEASES AND SUBLESSEE TAKES THE AIRCRAFT AND EACH PART THEREOF “AS-IS,” “WHERE-IS.” NONE OF HEAD LESSOR, SUBLESSOR, NOR ANY PARTICIPANT MAKES, HAS MADE OR SHALL BE DEEMED TO HAVE MADE, AND EACH HEREBY EXPRESSLY DISCLAIMS AND WILL BE DEEMED TO HAVE EXPRESSLY DISCLAIMED, ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE TITLE, AIRWORTHINESS, WORKMANSHIP, CONDITION, DESIGN, OPERATION, MERCHANTABILITY OR FITNESS FOR USE OR A PARTICULAR PURPOSE OF THE AIRCRAFT OR ANY PART THEREOF, AS TO THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE, AS TO THE ABSENCE OF ANY INFRINGEMENT OF ANY PATENT, TRADEMARK OR COPYRIGHT, AS TO THE ABSENCE OF OBLIGATIONS BASED ON STRICT LIABILITY IN TORT, OR ANY OTHER REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO THE AIRCRAFT OR ANY PART THEREOF, except that Sublessor (i) represents and warrants that on the Commencement Date the Aircraft shall be free of Sublessor Liens (including for this purpose Liens which would be Sublessor Liens but for the proviso in the definition of Sublessor Liens) and (ii) agrees that it will not directly or indirectly create, incur, assume or suffer to exist any Sublessor Lien attributable to it on or with respect to the Airframe or any Engine, and it agrees that it will promptly, at its own expense, take such action as may be necessary duly to discharge such Sublessor Lien. None of the provisions of this Sublease shall be deemed to amend, modify or otherwise affect the representations, warranties or other obligations (express or implied) of the Manufacturer, any subcontractor or supplier of the Manufacturer with respect to the Airframe, the Engines or any Parts, or to release the Manufacturer, or any such subcontractor or supplier, from any such representation, warranty or obligation, or to diminish any right that Sublessee may have with respect to the Airframe, Engines or Parts against the Manufacturer or any such subcontractor or supplier under the Purchase Agreement or otherwise.
Sublessor's Representations and Warranties. Sublessor represents and warrants that to the best of its actual knowledge as of Sublessor's signing of this Sublease: (i) the Master Lease is in full force and effect, and that it has received no written notice that there exists under the Master Lease any default or event of default by either Master Lessor or Sublessor or that there has occurred any event which, with the giving of notice or the passage of time or both, could constitute such a default or event of default; and (ii) it has received no written notice of any pending or threatened actions, suits or proceedings before any court or administrative agency against Sublessor, Master Lessor or third parties which could, in the aggregate, adversely affect the Premises or any part thereof or the ability of Master Lessor or Sublessor to perform their respective obligations under the Master Lease or of Sublessor to perform its obligations under the Sublease and (iii) in all material respects, a true correct and complete copy of the Master Lease is attached hereto as Exhibit A. As used in this Section 17.10, Sublessor's "actual knowledge" shall mean the conscious knowledge of Frank Pedraza, in-house real estate counsel for Sublessor, with no dxxx xx xxxxxxigate.
Sublessor's Representations and Warranties. As an inducement to Sublessee to enter the Sublease, Sublessor represents and warrants that:
Sublessor's Representations and Warranties. Sublessor represents and warrants to Sublessee that: (i) Sublessor is a Delaware limited partnership, validly existing and in good standing in New Hampshire and, subject to approval of the PDA, Sublessor has all requisite power and authority to enter into this Lease and perform all obligations of Sublessor hereunder; (ii) upon execution of the Premises Ground Lease Amendment, Sublessor shall have the right and authority to lease the Premises to Sublessee and to construct, operate and maintain the Building, and (iii) there are no liens, attachments or similar claims (excluding mortgages) upon Sublessor or against the Building except for which Sublessor is diligently contesting the same or providing for the filing of a bond in accordance with applicable law.
Sublessor's Representations and Warranties. Sublessor represents and warrants that to the best of its knowledge, (i) the Master Lease is in full force and effect and not modified or amended except as set forth in the copies attached hereto; and (ii) Sublessor is not in default of any of its obligations under the Master Lease and has received no notice asserting that it is in default of any of its obligations under the Master Lease.
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Sublessor's Representations and Warranties. Sublessor represents and warrants as follows, as of the Effective Date and of the Delivery Date.
Sublessor's Representations and Warranties. Sublessor hereby ------------------------------------------ warrants and represents to Lender that (a) Sublessor is the lessor under the Lease; (b) there are no other agreements between the parties affecting or relating to the Premises; (c) Sublessor has all requisite power and authority to execute and deliver this Waiver and no consents from any third party are required to do so; (d) no event of default (nor any event which with the passage of time would constitute an event of default) has occurred under the Lease; (e) there exists no litigation affecting title to the Premises or any adverse claim with respect to the Premises of which Sublessor has received notice; and (f) there is no condemnation proceeding pending with respect to any part of the Premises, nor any threat thereof, of which the Sublessor has received notice.
Sublessor's Representations and Warranties. Sublessor covenants, warrants and represents:
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