from Lessor or the Administrative Agent directing Lessee to pay
to Administrative Agent any rents, issues, revenues, profits or other income
(including all deposits of money as advanced rent or for security) received by
Lessee under any sublease, Lessee shall have the right to retain, use and enjoy
such income, and upon the cure of any such Event of Default, Lessee shall resume
the right to receive, retain, use and enjoy such income.
ARTICLE VII
LESSEE ACKNOWLEDGMENTS
SECTION 7.1. CONDITION OF THE LEASED PROPERTY.
THE LESSEE ACKNOWLEDGES AND
AGREES THAT ALTHOUGH LESSOR WILL OWN AND HOLD RECORD TITLE TO THE LEASED
PROPERTY, THE LESSEE, ACTING AS AGENT PURSUANT TO THE POWER OF ATTORNEY GRANTED
TO THE LESSEE BY LESSOR HEREUNDER, IS SOLELY RESPONSIBLE FOR ANY ALTERATIONS OR
MODIFICATIONS AND ALL ACTIVITIES CONDUCTED IN CONNECTION THEREWITH INCLUDING THE
OBTAINING OF ALL PERMITS REQUIRED IN ACCORDANCE WITH APPLICABLE LAW.
THE LESSEE
FURTHER ACKNOWLEDGES AND AGREES THAT IT IS LEASING THE LEASED PROPERTY "AS IS"
WITHOUT REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) BY LESSOR, THE
ADMINISTRATIVE AGENT OR THE PARTICIPANTS AND IN EACH CASE SUBJECT TO (A) THE
EXISTING STATE OF TITLE (EXCLUDING LESSOR LIENS), (B) THE RIGHTS OF ANY PARTIES
IN POSSESSION THEREOF, (C) ANY STATE OF FACTS WHICH AN ACCURATE SURVEY OR A
PHYSICAL INSPECTION MIGHT SHOW AND (D) VIOLATIONS OF REQUIREMENTS OF APPLICABLE
LAW WITH RESPECT TO THE LEASED PROPERTY, LESSEE OR ITS OPERATIONS ON OR WITH
RESPECT TO THE LEASED PROPERTY WHICH MAY EXIST ON THE DATE HEREOF OR HEREAFTER.
NONE OF LESSOR, THE ADMINISTRATIVE AGENT OR THE PARTICIPANTS HAS MADE OR SHALL
BE DEEMED TO HAVE MADE ANY REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR
IMPLIED EXCEPT AS EXPRESSLY PROVIDED IN THE OPERATIVE DOCUMENTS) OR SHALL BE
DEEMED TO HAVE ANY LIABILITY WHATSOEVER AS TO THE TITLE (OTHER THAN FOR LESSOR
LIENS), VALUE, HABITABILITY, USE, CONDITION (INCLUDING ENVIRONMENTAL CONDITION),
DESIGN, OPERATION, OR FITNESS FOR USE OF THE LEASED PROPERTY (OR ANY
PART THEREOF), OR ANY OTHER REPRESENTATION, WARRANTY OR COVENANT WHATSOEVER,
EXPRESS OR IMPLIED, WITH RESPECT TO THE LEASED PROPERTY (OR ANY PART THEREOF)
AND NONE OF LESSOR, THE ADMINISTRATIVE AGENT OR ANY OF THE PARTICIPANTS SHALL BE
LIABLE FOR ANY LATENT, HIDDEN, OR PATENT DEFECT THEREIN (OTHER THAN FOR LESSOR
LIENS) OR THE FAILURE OF THE LEASED PROPERTY, OR ANY PART THEREOF, TO COMPLY
WITH ANY APPLICABLE LAWS.
All risks incident to the matters discussed in the
preceding sentence, as between Lessor, the Administrative Agent and the
Participants, on the one hand, and Lessee, on the other, are to be borne by
Lessee.
The provisions of this Section 7.1 have been negotiated, and, except to
the extent otherwise expressly stated, the foregoing
8
provisions are intended to be a complete exclusion and negation of any
representations or warranties by any of Lessor, the Administrative Agent or the
Participants, express or implied, with respect to the Leased Property (or any
interest therein), other than the obligation to remove Lessor Liens attributable
to it, that may arise pursuant