Res 2007-183 - Laserfiche WebLink

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(d) No Default. The execution by Lessee of this Lease and the consummation by Lessee of the transactions contemplated hereby do not, as of the Commencement Date, result in a breach of any of the terms or provisions of, or constitute a default or condition which upon notice or the lapse of time or both would ripen into default under, the organizational documents of Lessee or under any indenture, agreement, instrument or obligation to which Lessee is a party or is bound. (e) Consents. No permission, approval or consent by third parties or any other governmental authorities is required in order for Lessee to enter into this Lease, make the agreements herein contained or perform the obligations of Lessee hereunder other than those which have been obtained. (f) Proceedings. There are no actions, suits or proceedings pending or, to the actual knowledge of Lessee, without independent investigation, threatened or asserted against Lessee, affecting Lessee at law or at equity or before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign. (g) As-Is. UPON COMMENCEMENT OF ITS OPERATIONS 1N TIIE LEASED PREMISES, LESSEE SHALL BE DEEMED TO HAVE ACCEPTED THE LEASED PREMISES IN THEIR THEN EXISTING "AS-IS" CONDITION WITH ALL FAULTS, AND SUBJEC"1' '1'O ALL RECORDED MATTERS, LAWS, ORDINANCF_,S, AND GOVERNMENTAL REGULATIONS AND ORDERS; PROVIDED "1'HA'f, LESSEF'S ACCEPTANCE OF THE LEASED PREMISES SHALL NOT RELIEVE LESSOR FROM ANY MAINTENANCE AND REPAIR OBLIGATIONS SET FORTH IN THIS LEASE. LESSEE ACKNOWLF,DGES THAT LESSOR HAS NOT MADE ANY WARRANTY OR REPRESEN"I'ATION OF ANY KIND, EITHER EXPRESS OR IMPLIED AS TO THE CONDITION OF THE LEASED PREMISES OR THE SUITABILITY OF `1'HE LEASED PREMISES FOR LESSEE'S INTENDED USE, EXCEPT AS EXPRESSLY SET FORTH IN THiS LEASE. COMMENCEMENT OF LESSEE'S OPERATIONS IN THE LEASED PREMISES IS INTENDED BY THE PARTIES TO BE CONCLUSIVE EVIDENCE THAT LESSEE ACCEPTS THE LEASED PREMISES. ARTICLE 12 Miscellaneous 12.1 Inspection. Lessee shall permit Lessor and its agents, upon no less than twenty- four (24) hours prior written notice (except in cases where Lessor reasonably believes that a bona fide emergency exists, in which event no prior notice will be needed and no limitation on such entry shall apply), to enter into and upon the Leased Premises during normal business hours for the purpose of inspecting the same on the condition that any such inspection does not unreasonably interfere with Lessee's operations at the Leased Premise I2.2 Estoppel Certificates. Lessee and Lessor shall, at any time and from time to time (but not more frequently than once per Lease Year) upon not less than ten (10) days prior written request by the other Party, execute, acknowledge and deliver to Lessor or Lessee, as the case may be, a statement in writing certifying (a) its ownership of the interest of Lessor or Lessee 21 2025904.1