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<br /> (c) No approval or consent is required frten any govertmte t:al.
<br /> authority with respect to the entering into or performer= by lessee of
<br /> this Agreement and the tractions contemplated hereby or if any such
<br /> approval is required it has been duly obtained.
<br /> SECTION 8. TAX O)V RANPS
<br /> lessee covenants that it will not take any action, or fail to take any
<br /> action, if any such action or failure to take action wad adversely affect the
<br /> exclusion frau grass income of the interest portion of the rentals wader
<br /> Section 103 of the ode. lessee will not directly or indirectly use or permit
<br /> the use of any proceeds available frau lessor or any other fends of lessee, or
<br /> take or omit to take any action that would cause the leaseAurchase obligation
<br /> evidenced by this Aunt to be an "arbitrage bud" within the meaning of
<br /> Section 148(a) of the fie. lb that end, Lessee will comply with all
<br /> r+egairenents of Section 148 of the Code to the extent a ply treble to the
<br /> lease/purchase obligation evidenced by this Agreement.
<br /> SECTION 9. INDEMNIFICATION
<br /> lessee hereby agrees to indemnify, protect, and save lessor harmless
<br /> from all liability, obligations, losses, claims, damages, actions, suits, .
<br /> proceedings, costs and expenses, including attorne tie out of,
<br /> caruhected with, or resulting directly or indirectly frau the Equipment,
<br /> ine1udirg without limitation, the nranufac-titre, selection, delivery, paesessioe,
<br /> condition, lease, use, operation or return of the Equipnent. The
<br /> indemnification fication arising under this section shall centime in full farce and
<br /> effect natxrithstarrling the full payment of all obligations under this Agreement
<br /> or any Schedule A of Leasoifl urdhased Equipment.
<br /> sECTIal 10. DISCLAIMER OF WARFAN1TES
<br /> 10.1 by Iessaar. lie acknowledges and agrees that
<br /> it has selected each item, type, amity, quantity and supplier of hEqui.puent
<br /> based upon its own judgment and disclaims any reliance upon any statements or
<br /> representations made by Lessor, and agrees that the Equipment is of a design,
<br /> size, quality and capacity rd by Lessee and is suitable for its Pte.
<br /> 10.2 LESSOR MARES NO WARRANTIES OR REFRESERIATIORS, =MSS OR map,
<br /> AS 70 THE VATiJE, DESIGN, 02111ITION, OR FITNESS FORt A PARFIQRIAR
<br /> FURP3SE OF Th E =mew Olt NW OTHER REtersEmere OR WARRANTY nu Rtsrecf
<br /> '10 THE EaumEre, AFID, AS '10 =OR, LESSEE LEASES THE lid AS IS.
<br /> 10.3 of ri�mc'a +-,s Wa.,a tit ies. Notwithstanding the
<br /> foregoing, lessor hereby agrees to assign to lessee, solely for the purpose of
<br /> making and prosemting any such claim, all of lessor's rights against the
<br /> marhufact rer or supplier of the Equipment for breach of warranty or other
<br /> representation respecting the Equipment to the extent the same are assignable.
<br /> ' SECTION 11. OEFAUILV AND REMEDIES
<br /> 11.1 Rtsfinitiat of Defa:hlt. lessee shall be deemed to be in default
<br /> hereunder upon the happening of any of the following events of et'fan,t t:
<br /> (a) lessee shall fail to make any rental payment or pay any other .
<br /> sum when due or shall fail to perform or dasecvve any term or canditiant
<br /> or covenant of this Agreement or any Schedule A of leased/Purchased
<br /> Equipment hereto; or
<br /> (b) lessee shall fail to satisfy any of lessee's bard indebtedness
<br /> or other material credit obligations dust required under the instruments
<br /> evidencing suede obligations; or
<br /> (c) Proceedings under any bankruptcy, insolvency, reorganization
<br /> or eiimi l er litigation shall be instituted by or against Imo, or a
<br /> receiver, custodian or similar officer shall be appointed for lessee or
<br /> any of its property, and such pry or appointments*s shall not be
<br /> vacated, or fully stayed, within twenty (20) days after the institution
<br /> or occurrence tthereof• or
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