ORIGINALLY EXECUTED OR AS IT MAY
FROM TIME TO TIME BE SUPPLEMENTED OR AMENDED BY ONE OR MORE LEASES SUPPLEMENTAL
TO THIS LEASE AND ENTERED INTO PURSUANT TO THE APPLICABLE PROVISIONS HEREOF;
(3)
ALL REFERENCES IN THIS INSTRUMENT TO DESIGNATED "ARTICLES,"
"SECTIONS," AND OTHER SUBDIVISIONS ARE TO THE DESIGNATED ARTICLES, SECTIONS, AND
OTHER SUBDIVISIONS OF THIS INSTRUMENT;
(4)
THE WORDS "HEREIN, "HEREOF," AND "HEREUNDER" AND OTHER WORDS OF
SIMILAR IMPORT REFER TO THIS LEASE AS A WHOLE AND NOT TO ANY PARTICULAR ARTICLE,
SECTION, OR OTHER SUBDIVISION;
(5)
THE TERMS DEFINED IN THIS ARTICLE SHALL HAVE THE MEANINGS ASSIGNED TO
THEM IN THIS ARTICLE AND INCLUDE THE PLURAL AS WELL AS THE SINGULAR; AND
8
(6)
ALL ACCOUNTING TERMS NOT OTHERWISE DEFINED HEREIN HAVE THE MEANINGS
ASSIGNED TO THEM IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AS
PROMULGATED BY THE AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS, ON AND AS
OF THE DATE OF THIS LEASE.
SECTION 1.3.
TABLE OF CONTENTS; TITLES AND HEADINGS.
THE TABLE OF
CONTENTS, THE TITLES OF THE ARTICLES, AND THE HEADINGS OF THE SECTIONS OF THIS
LEASE ARE SOLELY FOR CONVENIENCE OF REFERENCE, ARE NOT A PART OF THIS LEASE, AND
SHALL NOT BE DEEMED TO AFFECT THE MEANING, CONSTRUCTION, OR EFFECT OF ANY OF ITS
PROVISIONS.
[End of Article I]
9
ARTICLE II
REPRESENTATIONS AND UNDERTAKINGS
SECTION 2.1.
REPRESENTATIONS BY THE ISSUER.
THE ISSUER MAKES THE
FOLLOWING REPRESENTATIONS AND WARRANTIES AS THE BASIS FOR THE UNDERTAKINGS ON
ITS PART HEREIN CONTAINED:
(A)
CREATION AND AUTHORITY.
THE ISSUER IS A PUBLIC BODY
CORPORATE AND POLITIC AND A PUBLIC CORPORATION DULY CREATED AND VALIDLY EXISTING
UNDER THE ACT.
THE ISSUER HAS ALL REQUISITE POWER AND AUTHORITY UNDER THE ACT:
(I) TO OWN THE PROJECT AND TO LEASE THE SAME TO THE COMPANY, (II) TO ISSUE THE
BONDS, AND (III) TO ENTER INTO, PERFORM ITS OBLIGATIONS UNDER, AND EXERCISE ITS
RIGHTS UNDER THE ISSUER DOCUMENTS.
THE ISSUER HAS FOUND THAT THE PROJECT IS A
"PROJECT" WITHIN THE MEANING OF THE ACT WHICH WILL PROMOTE THE PUBLIC PURPOSES
SET FORTH IN THE ACT.
(B)
PENDING LITIGATION.
THERE ARE NO ACTIONS, SUITS, PROCEEDINGS,
INQUIRIES, OR INVESTIGATIONS PENDING OR, TO THE KNOWLEDGE OF THE ISSUER, AFTER
MAKING DUE INQUIRY WITH RESPECT THERETO, THREATENED AGAINST OR AFFECTING THE
ISSUER IN ANY COURT OR BY OR BEFORE ANY GOVERNMENTAL AUTHORITY OR ARBITRATION
BOARD OR TRIBUNAL, WHICH INVOLVE THE POSSIBILITY OF MATERIALLY AND ADVERSELY
AFFECTING THE TRANSACTIONS CONTEMPLATED BY THE ISSUER DOCUMENTS OR WHICH, IN ANY
WAY, WOULD ADVERSELY AFFECT THE VALIDITY OR ENFORCEABILITY OF THE ISSUER
DOCUMENTS, NOR IS THE ISSUER AWARE OF ANY FACTS OR CIRCUMSTANCES PRESENTLY
EXISTING WHICH WOULD FORM THE BASIS FOR ANY SUCH ACTIONS, SUITS, PROCEEDINGS,
INQUIRIES, OR INVESTIGATIONS.
(C)
TRANSACTIONS SHALL BE LEGAL AND AUTHORIZED.
THE EXECUTION
AND DELIVERY BY THE ISSUER OF THE ISSUER DOCUMENTS AND THE COMPLIANCE BY THE
ISSUER WITH ALL OF THE PROVISIONS OF EACH THEREOF (I) SHALL BE WITHIN THE
PURPOSES, POWERS, AND AUTHORITY OF THE ISSUER, (II) SHALL BE DONE