IS UNMODIFIED AND IN FULL FORCE AND EFFECT (OR, IF THERE HAVE BEEN
MODIFICATIONS, THAT THE SAME IS IN FULL FORCE AND EFFECT, AS MODIFIED AND
STATING THE MODIFICATIONS);
(B)
THE DATES TO WHICH THE BASE RENT OR
ADDITIONAL RENT HAVE BEEN PAID IN ADVANCE.
(C)
WHETHER OR NOT THERE ARE THEN EXISTING ANY
BREACHES OR DEFAULTS BY SUCH PARTY OR THE OTHER PARTY KNOWN BY SUCH PARTY UNDER
ANY OF THE COVENANTS, CONDITIONS, PROVISIONS, TERMS OR AGREEMENTS OF THIS LEASE,
AND SPECIFYING SUCH BREACH OR DEFAULT, IF ANY, OR ANY SET-OFFS OR DEFENSES
AGAINST THE ENFORCEMENT OF ANY COVENANT, CONDITION, PROVISION, TERM OR AGREEMENT
OF THIS LEASE UPON THE PART OF LANDLORD OR TENANT, AS THE CASE MAY BE, TO BE
PERFORMED OR COMPLIED WITH (AND, IF SO, SPECIFYING THE SAME AND THE STEPS BEING
TAKEN TO REMEDY THE SAME); AND
(D)
SUCH OTHER STATEMENTS OR CERTIFICATES AS
LANDLORD OR ANY MORTGAGEE MAY REASONABLY REQUEST.
It is the intention of the parties hereto that any statement delivered pursuant
to this Section 25.7 may be relied upon by any of such parties dealing with
Landlord or the Demised Premises.
Failure by Tenant to timely respond to such
request shall be deemed Tenant's certification of the accuracy of such matters.
25.8
DELIVERY OF CORPORATE DOCUMENTS.
IN THE EVENT
THAT TENANT IS A CORPORATION OR SIMILAR BUSINESS ENTITY (E.G., LIMITED
PARTNERSHIP, LIMITED LIABILITY COMPANY OR LIMITED LIABILITY PARTNERSHIP), TENANT
SHALL, WITHOUT CHARGE TO LANDLORD, NOT MORE THAN ONCE IN ANY TWELVE (12) MONTH
PERIOD OR ANY TIME DURING THE CONTINUANCE OF AN EVENT OF DEFAULT, WITHIN TEN
(10) BUSINESS DAYS AFTER WRITTEN REQUEST BY LANDLORD, DELIVER TO LANDLORD, IN
CONNECTION WITH ANY PROPOSED SALE OR MORTGAGE OF THE DEMISED PREMISES, THE
FOLLOWING INSTRUMENTS AND DOCUMENTS:
(A)
CERTIFICATE OF GOOD STANDING IN THE STATE
OF INCORPORATION OF TENANT AND IN THE STATE IN WHICH THE DEMISED PREMISES ARE
LOCATED ISSUED BY THE APPROPRIATE STATE AUTHORITY AND BEARING A CURRENT DATE;
(B)
A COPY OF TENANT'S ARTICLES OF INCORPORATION
AND BY-LAWS (OR PARTNERSHIP OR OPERATING AGREEMENT, AS THE CASE MAY BE) AND ANY
AMENDMENTS OR MODIFICATIONS THEREOF CERTIFIED BY THE SECRETARY OR ASSISTANT
SECRETARY (OR MANAGING PARTNER OR MEMBER, AS THE CASE MAY BE) OF TENANT;
(C)
A WRITTEN AND CERTIFIED CONFIRMATION FROM
THE SECRETARY OR ASSISTANT SECRETARY (OR MANAGING PARTNER OR MEMBER, AS THE CASE
MAY BE) THAT (I) THIS LEASE HAS BEEN DULY AUTHORIZED BY ALL NECESSARY CORPORATE
ACTION AND IS A VALID AND BINDING AGREEMENT ENFORCEABLE IN ACCORDANCE WITH ITS
TERMS; AND (II) TENANT IS A DULY ORGANIZED AND VALIDLY EXISTING CORPORATION
UNDER THE LAWS OF ITS STATE OF INCORPORATION, IS DULY AUTHORIZED TO CARRY ON ITS
BUSINESS, AND IS IN GOOD STANDING UNDER THE LAWS OF THE STATE IN WHICH THE
DEMISED PREMISES ARE LOCATED, IF DIFFERENT FROM THE STATE OF INCORPORATION.
49
25.9
INTENTIONALLY OMITTED.
25.10
SEVERABILITY.
IF ANY COVENANT, CONDITION, PROVISION,
TERM OR AGREEMENT OF THIS LEASE SHALL, TO ANY EXTENT, BE HELD INVALID OR
UNENFORCEABLE, THE