ANY PARTIES IN POSSESSION THEREOF, (C) ANY STATE OF
FACTS WHICH AN ACCURATE SURVEY OR PHYSICAL INSPECTION MIGHT SHOW, AND (D)
VIOLATIONS OF APPLICABLE LAW WHICH MAY EXIST ON THE DATE HEREOF, ON THE CLOSING
DATE OR ON ANY DATE THEREAFTER.
NEITHER THE ADMINISTRATIVE AGENT NOR ANY
PARTICIPANT HAS MADE OR SHALL BE DEEMED TO HAVE MADE ANY REPRESENTATION,
WARRANTY OR COVENANT (EXPRESS OR IMPLIED) OR SHALL BE DEEMED TO HAVE ANY
LIABILITY WHATSOEVER AS TO THE TITLE (OTHER THAN FOR LESSOR LIENS ATTRIBUTABLE
TO THE ADMINISTRATIVE AGENT OR SUCH PARTICIPANT, AS THE CASE MAY BE), VALUE,
HABITABILITY, USE, CONDITION, DESIGN, OPERATION, OR FITNESS FOR USE OF THE
PROPERTY (OR ANY PART THEREOF), OR ANY OTHER REPRESENTATION, WARRANTY OR
COVENANT (EXCEPT SECTION 4.1 HEREOF) WHATSOEVER, EXPRESS OR IMPLIED, WITH
RESPECT TO THE PROPERTY (OR ANY PART THEREOF) AND NEITHER THE LESSOR NOR ANY
OTHER PARTICIPANT SHALL BE LIABLE FOR ANY LATENT, HIDDEN, OR PATENT DEFECT
THEREIN (OTHER THAN FOR LESSOR LIENS ATTRIBUTABLE TO THE LESSOR OR SUCH OTHER
PARTICIPANT) OR THE FAILURE OF THE PROPERTY, OR ANY PART THEREOF, TO COMPLY WITH
ANY APPLICABLE LAW.
SECTION 7.2.
Enforcement of Warranties; No Obligation of Lessor to Repair,
etc.
The Lessor hereby appoints the Lessee as the Lessor's attorney-in-fact,
with full authority in the place and stead of the Lessor, to take such actions
from time to time during the Lease Term so long as no Lease Event of Default
shall have occurred and be continuing, at the Lessee's sole cost and expense, as
are necessary or desirable to enforce any warranty or guaranty of any Person
relating to the Property.
The Lessor shall under no circumstances be required
to build any improvements on the Property, make any repairs, replacements,
alterations or renewals of any nature or description to the Property, make any
expenditure whatsoever in connection with this Lease (other than for Advances
made in accordance with and pursuant to the terms of the Participation
Agreement) or maintain the Property in any way.
The Lessee waives any right to
(a) require the Lessor to maintain, repair, or rebuild all or any part of the
Property or (b) make repairs at the expense of the Lessor pursuant to any
Applicable Law, Insurance Requirement, contract, agreement, or covenant,
condition or restriction in effect at any time during the Lease Term.
6
SECTION 7.3.
No Liability of Participants, etc.
Nothing contained in this
Lease shall be construed as constituting the consent or request of the Lessor,
any other Participant, Affected Party, Indemnitee or other Person, expressed or
implied, to or for the performance by any contractor, mechanic, laborer,
materialman, supplier or vendor of any labor or services or for the furnishing
of any materials for any construction, alteration, addition, repair or
demolition of or to the Property or any part thereof.
NOTICE IS HEREBY GIVEN
THAT NEITHER THE ADMINISTRATIVE AGENT NOR ANY PARTICIPANT IS OR SHALL BE LIABLE
FOR ANY LABOR, SERVICES OR MATERIALS FURNISHED OR TO BE FURNISHED TO THE LESSEE,
OR