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<br />herewith, or the financial condition, business or operations of Lessee except as otherwise may be noted in Exhibit "D".
<br />
<br />g. All financial statements and budgets, if any, previously given and at any time hereafter given by or on
<br />behalf of Lessee are and shall be true, complete and correct as of the date thereof and do and shall fairly present Lessee's
<br />financial condition as of the date thereof, and there has been no material adverse change in the creditworthiness, financial
<br />condition or the results of the operations of Lessee since the date of the latest financial statements of Lessee, if any, given to
<br />Lessor.
<br />
<br />h. In addition to notices required herein, Lessee shall immediately give notice in writing to Lessor of (i) the
<br />occurrence of an Event of Default, or any condition, event or act which with the giving of notice, failure to cure, the passage
<br />oftime, or all of the foregoing would constitute such an Event of Default; and (ii) any change in the name or nature of Lessee,
<br />any change in its form, management or organizational structure and any change in Lessee's address of principallocation( s) of
<br />- ~ lsiness or location(s) of the Equipment.
<br />
<br />i. Lessee shall defend Lessor's right, title and interest in the Equipment against, and keep the Equipment free
<br />of, all levies, liens, claims and encumbrances of every kind and description, and however and whenever arising, except those,
<br />if any, which Lessor has created or to which Lessor has consented in writing.
<br />
<br />j. Lessee has never failed to appropriate funds or defaulted under any bond, note, warrant, debt obligation,
<br />agreement, or under any contract similar to this Lease. Lessee anticipates having sufficient moneys in the general fund of
<br />Lessee to pay, and that will be available and used for the payment of the Lease payment for the remainder of the current fiscal
<br />year of Lessee.
<br />
<br />k. Lessee has complied with all applicable procedures and requirements, including, without limitation, any
<br />legal bidding requirements, prior to the execution of this Lease.
<br />
<br />1. The representations made in the opinion of Lessee's counsel attached hereto as Exhibit "C" and
<br />incorporated herein by reference are, to the best knowledge of Lessee, true and correct.
<br />
<br />m. To the best knowledge of Lessee, the certifications made in the General Certificate and Certificate of No
<br />Litigation, attached hereto as Exhibit "D" and incorporated herein by reference, and the information contained in the Essential
<br />Use Certificate, attached as Exhibit "F", are true and correct.
<br />
<br />n. Lessee has caused or will cause to be timely completed and filed with the United States Internal Revenue
<br />Service (the "IRS"), Form 8038-G or Form 8038-GC (for issues ~ith an issue price under $100,000.00), as appropriate, in
<br />~stantially the form attached hereto as Exhibit "E" and incorporated herein by reference.
<br />
<br />The representations, warranties and covenants set forth in this Section are in addition to any other representations,
<br />warranties and covenants contained in the other provisions of this Lease.
<br />
<br />Lessee shall be deemed to have made all of the foregoing representations, warranties and covenants as of the date
<br />hereof and as of the "Rent Commencement Date," as defined in the Equipment Schedule.
<br />
<br />8. NO WARRANTIES BY LESSOR~ MAINTENANCE~ COMPLIANCE WITH LAWS. LESSEE
<br />ACKNOWLEDGES THAT IT HAS SELECTED THE EQUIPMENT WITHOUT ANY ASSISTANCE FROM
<br />LESSOR, ITS AGENTS OR EMPLOYEES. LESSEE ACKNOWLEDGES THAT LESSOR, NOT BEING THE
<br />MANUFACTURER OR VENDOR OF THE EQUIPMENT, NOR MANUFACTURER'S OR VENDOR'S AGENT,
<br />AND HAVING NO FAMILIARITY WITH THE EQUIPMENT WHATSOEVER, MAKES NO WARRANTY OR
<br />REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE FITNESS FOR A PARTICULAR PURPOSE,
<br />USE, VALUE, QUALITY, DESIGN, CONDITION, DURABILITY, CAPACITY, SUITABILITY,
<br />MERCHANTABILITY OR PERFORMANCE OF THE EQUIPMENT OR OF THE MATERIAL OR
<br />WORKMANSHIP THEREOF. IT IS AGREED THAT LESSOR LEASES AND LESSEE HIRES THE EQUIPMENT
<br />"WHERE IS," "AS IS" AND "WITH ALL FAULTS," INCLUDING, WITHOUT LIMITATION, PATENT OR
<br />LATENT DEFECTS, AND THAT ALL SUCH RISKS, AS BETWEEN THE LESSOR AND THE LESSEE,
<br />
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