Sprint - Nextel 2015 Annual Report Download - page 240

(j) No Sanctions. It is not a Sanctioned Person. To its knowledge after due inquiry, no Customer was a Sanctioned
Person at the time of the relevant Originator’s entry into any Related Customer Lease with such Customer. It and its
Affiliates: (i) have less than 15% of their assets in Sanctioned Countries and (ii) derive less than 15% of their operating
income from investments in, or transactions with, Sanctioned Persons or Sanctioned Countries. Neither it nor any of its
Affiliates engages in activities related to Sanctioned Countries, except for such activities as are (A) specifically or generally
licensed by OFAC or (B) otherwise in compliance with OFAC’s sanctions regulations.
(k) Eligible Devices and Related Customer Leases . (i) Each Device is an Eligible Device and (ii) each Related
Customer Lease is an Eligible Lease.
SECTION 4.3 Additional Representations and Warranties of the Buyer . The Buyer represents and warrants to the
Lessees as of Lease Closing Date and as of the Amendment Closing Date, as follows:
(a) Organization and Good Standing . (i) Mobile Leasing Solutions is a limited liability company duly constituted, validly
existing as a limited liability company and in good standing under the Laws of its jurisdiction of organization, (ii) Series 1 is
a series of Mobile Leasing Solutions duly constituted and validly existing under the Laws of its jurisdiction of organization
and (iii) the Buyer has the limited liability company 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 . Mobile Leasing Solutions 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 its 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) Investment Company Act . It is not an “investment company” under (and as defined in) the Investment Company Act.
ARTICLE V
GENERAL COVENANTS
SECTION 5.1 Mutual Covenants . At all times from the Lease Closing Date to the Final Settlement Date, each Lessee
and the Buyer shall:
(a) Compliance with Laws, Etc . Comply with all applicable Laws, except where the failure to do so, individually or in the
aggregate, could not reasonably be expected to result in a Material Adverse Effect.
16