Representations and Warranties by Tenant. The Tenant makes the following representations and warranties as the basis for the undertakings on its part herein contained: (a) The Tenant is a corporation, validly existing and in good standing, under the laws of the State of Delaware, is duly qualified to do business in South Carolina, has power to enter into this Lease, and by proper corporate action has been duly authorized to execute and deliver this Lease. (b) This Lease constitutes a valid and binding commitment of the Tenant and the authorization, execution and delivery of this Lease, the Indenture and the Escrow Agreement, and the performance by the Tenant of its obligations hereunder or thereunder, will not conflict with or constitute a breach of, or a default under, (i) any existing law, court or administrative regulation, decree, or order, or (ii) any material agreement, mortgage, lease or other instrument, to which the Tenant is subject or by which it or its properties are bound which would have a material adverse affect on the Tenant's ability to perform its obligations hereunder. The Tenant has obtained, or will obtain in due course, all governmental and third party consents, licenses and permits deemed by the Tenant to be necessary or desirable for the acquisition, construction and operation of the Project as contemplated hereby, and will maintain all such consents, permits and licenses in full force and effect. (c) No event has occurred and no condition currently exists with respect to the Tenant which would constitute a Default or an "Event of Default" as defined herein or in the Indenture. (d) The Tenant intends to operate the Project for the purpose of a facility for the manufacture of personal hygiene products and for such other purposes permitted under the Act as the Tenant may deem appropriate. The Project constitutes a "Project" permitted under the Act, and the Infrastructure constitutes infrastructure within the meaning of Section 4-29-68(A)(2) of the Act. The South Carolina Coordinating Council for Economic Development has approved the Project for benefits under the Enterprise Zone Act. (e) The acquisition, by construction and purchase, of the Project by the County through the issuance of the Bonds and the leasing of the Project to the Tenant has been instrumental in inducing the Tenant to locate within the Multi-County Industrial Park and enlarge its facilities in the County and in the State of South Carolina. (f) The Industrial Bond is being issued in the amount estimated by the Tenant to be required to pay the Cost of the Project exclusive of the cost of the Infrastructure. The Special Source Revenue Bond is being issued in the amount estimated by the Tenant to be required to pay for the Infrastructure. The Tenant expects that all proceeds of the Bonds will be used for such purposes no later than the Threshold Date. (g) To the best of Tenant's knowledge no actions, suits, proceedings, inquiries or investigations are pending or threatened against or affecting the Tenant in any
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Representations and Warranties by Tenant. The Tenant makes the following representations and warranties as the basis for the undertakings on its part herein contained:
(a) The Tenant is a corporation, validly existing corporation duly incorporated and in having legal corporate existence and good standing, standing under the laws of the State of Delaware, is duly qualified to do business in South Carolina, Carolina and has power to enter into this Lease, Lease and by proper corporate action has been duly authorized to execute and deliver this LeaseLease and any and all agreements collateral thereto. The Lease is a valid and legally enforceable agreement of the Tenant.
(b) This Lease constitutes a valid and binding commitment of Neither the Tenant and the authorization, execution and delivery of this Lease, the Indenture consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and the Escrow Agreement, and the performance by the Tenant conditions of its obligations hereunder or thereunderthis Lease, will not conflict with result in a material breach of any of the terms, conditions or constitute a breach of, provisions of any corporate restriction or a default under, (i) any existing law, court agreement or administrative regulation, decree, or order, or (ii) any material agreement, mortgage, lease or other instrument, instrument to which the Tenant is subject now a party or by which it is bound, or its properties are bound will constitute a default under any of the foregoing, or result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the Tenant which would have a material adverse affect on materially restricts the Tenant's ability to perform its obligations make any payments hereunder. The Tenant has obtained, other than as may be created or will obtain in due course, all governmental and third party consents, licenses and permits deemed permitted by the Tenant to be necessary or desirable for the acquisition, construction and operation of the Project as contemplated hereby, and will maintain all such consents, permits and licenses in full force and effectthis Lease.
(c) No event has occurred and no condition currently exists with respect to the Tenant which would constitute a Default or an "Event of Default" as defined herein which with the lapse of time or in with the Indenturegiving of notice or both would become an "Event of Default" under this Lease.
(d) The Project constitutes and will constitute a "project" within the meaning of the Act and the Tenant intends to operate the Project for the purpose of a facility for the manufacture of personal hygiene products manufacturing thermoplastic compounds and for such other purposes permitted under the Act as the Tenant may deem appropriate. The Project constitutes a "Project" permitted under the Act, and the Infrastructure constitutes infrastructure within the meaning of Section 4-29-68(A)(2) of the Act. The South Carolina Coordinating Council for Economic Development has approved the Project for benefits under the Enterprise Zone Act.
(e) The acquisition, by construction and purchase, of the Project by the County through County, whether in its own name or pursuant to a conveyance from the issuance of Tenant, in order to authorize FILOT Payments under the Bonds Act and the leasing of the Project to the Tenant has have been instrumental in inducing the Tenant to locate within and construct the Multi-County Industrial Park and enlarge its facilities Project in the County and in the State of South CarolinaIndustrial Park.
(f) The Industrial Bond is being issued in the amount estimated by the Tenant to be required to pay the Cost of the Project exclusive of the cost of the Infrastructure. The Special Source Revenue Bond is being issued in the amount estimated by the Tenant to be required to pay for the Infrastructure. The Tenant expects that all proceeds of the Bonds will be used for such purposes no later than the Threshold Date.
(g) To the best of Tenant's knowledge no No actions, suits, proceedings, inquiries or investigations are pending or threatened against or affecting the Tenant in anyany court or before any governmental authority or arbitration board or tribunal, any of which involve the possibility of materially and adversely affecting the transactions contemplated by this Lease or which, in any way would adversely affect the validity or enforceability of any financing arrangement, this Lease or any agreement or instrument to which the Tenant is a party and which is used or contemplated for use in the consummation of the transactions contemplated hereby or thereby.
(g) The Tenant intends on the date hereof to make capital expenditures with respect to the Project equal to or in excess of $19,000,000 within seven years of the close of the property tax year in which this Agreement is executed.
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