Sprint - Nextel 2015 Annual Report Download - page 276

ARTICLE V
CONDITIONS PRECEDENT
The purchase from, and lease to Lessees, of any Devices on the Lease Closing Date, shall be subject to the satisfaction of, or
the waiver in writing by Lessor of, each of the conditions precedent set forth below:
(a) Lessee has provided the Agreed Schedule Information with respect to all Devices subject to the Device Leases;
(b) the Device Lease Schedules contain with respect to each Device to be leased, the information set out in Schedule 1 (
DeviceLeaseSchedule);
(c) all Devices that are to be subject to such Device Lease are Approved Devices;
(d) at the time of its contribution under the First Step Transfer Agreement, each Originator is the owner of unencumbered
legal and beneficial title to each Device that is to be subject to such Device Lease (other than the rights of Customers under the
Customer Leases);
(e) the Devices are Eligible Devices and the Customer Leases are Eligible Leases;
(f) the representations and warranties of each Sprint Party set forth in Article VI or in any other Transaction Document are
true and correct in all material respects on and as of the Lease Closing Date with the same effect as though made on and as of such
date, except to the extent such representations and warranties expressly relate to an earlier date, in which case, such representations
and warranties shall have been true and correct as of such earlier date;
(g) no Lease Event of Default has occurred and is continuing;
(h) all documents (including Customer Leases) required to be in effect with respect to the relevant Devices, are duly
executed by each party other than Lessor;
(i) all Sprint Transaction Documents have been executed and delivered to Lessor;
(j) receipt of evidence that all Agreed Start-Up Costs have been paid or will be paid simultaneously with the consummation
of the Transaction;
(k) receipt of the Data File which contains all information for each Device Lease Schedule to which each Lessee and
Lessor agree; and
(l) Lessees shall have obtained any approvals, legal opinions, filings or other documents reasonably requested by Lessor.
Lessees acknowledge and agree that this Agreement is not a committed facility and that Lessor is not obligated to purchase or
lease any Devices to Lessee or enter into any Device Lease.
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