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ARTICLE IV
REPRESENTATIONS AND WARRANTIES
SECTION 4.1 Mutual Representations and Warranties . Each Originator represents and warrants to the Lessees, and each
Lessee represents and warrants to the Originators, as of the Lease Closing Date and as of the Amendment Effective Date, as follows:
(a) Organization and Good Standing . It has been duly organized or incorporated in, and is validly existing as
a corporation, exempted company, partnership or limited liability company, as applicable, in good standing under the Laws
of its jurisdiction of organization or incorporation, with power and authority to own its properties and to conduct its business
as such properties are presently owned and such business is presently conducted and will be conducted except to the extent
that such failure could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
(b) Due Qualification . It is duly qualified to do business as a foreign organization in good standing, if
applicable, and has obtained all necessary qualifications, licenses and approvals, in all jurisdictions in which the ownership or
lease of property or the conduct of its business requires such qualifications, licenses or approvals, except where the failure to
be in good standing or to hold any such qualifications, licenses and approvals could not, individually or in the aggregate,
reasonably be expected to have a Material Adverse Effect.
(c) Power and Authority; Due Authorization . It (i) has all necessary power and authority to (A) execute and
deliver this Agreement and the other Transaction Documents to which it is a party in any capacity and (B) carry out the terms
of and perform its obligations under the Transaction Documents applicable to it and (ii) has duly authorized by all necessary
corporate, partnership or limited liability company action, as applicable, the execution, delivery and performance of this
Agreement and the other Transaction Documents to which it is a party.
(d) Binding Obligations . This Agreement constitutes, and each other Transaction Document to be signed by
such party when duly executed and delivered will constitute, a legal, valid and binding obligation of such party, enforceable
against such party in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or
other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in
a proceeding in equity or at law.
(e) No Violation . The consummation of the transactions contemplated by this Agreement and the other
Transaction Documents to which it is a party and the performance by it of the terms hereof and thereof will not (i) violate or
result in a default under (A) its articles or certificate of incorporation, memorandum and articles of association, by‑laws,
certificate of formation, limited liability company agreement, partnership agreement or other organizational documents, as
applicable, or (B) in the
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