8N Consent 2008 0902 - Laserfiche WebLink

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upon learning of any fact ar condition which would cause any of the warranties and representations in this Section 1.1 not to be true, Lessor shall give written notice of such fact or condition to Agency upon such discovery. Lessor acknowledges that Agency shall rely upon Lessor's representations made herein notwithstanding any investigation made by or on behalf of Agency. (i) Authority. Lessor is a nonprofit corporation duly organized and in good standing under the laws of the State of California. Lessor has the full right, power and authority to undertake all obligations of Lessor as provided herein, and the execution, performance and delivery of this Agreement by Lessor has been duly authorized by all requisite actions. Rose Padilla Johnson is the President of the Corporation, and has been duly authorized to execute this Agreement on behalf of Lessor. This Agreement constitutes a valid and binding obligation of Lessor, enforceable in accordance with its terms. (ii) No Conflict. Lessor's execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which Lessor is a party or by which it is bound. (iii) No Litigation or Other Proceeding. No litigation or other proceeding (whether administrative or otherwise) is outstanding or has been threatened which would prevent, hinder or delay the ability of Lessor to perform its obligations under this Agreement. (iv) No Lessor Bankruptcy. Lessor is not the subject of a bankruptcy or insolvency proceeding. (v) Disclosure. Lessor has disclosed to Agency all material information related to the condition of the Property in Lessor's possession, custody or control. Lessor has delivered to Agency copies of all contracts and agreements and studies related to the Property in Lessor's possession, custody or control. Lessor represents and warrants that except as disclosed in writing to Agency, there are no contracts, agreements, licenses or leases affecting the Property that will remain in effect following the Commencement Date. ARTICLE II LEASE OF PROPERTY; TERM 2.1 Lease of Property. Lessor hereby leases the Property to Agency, and Agency leases the Property from Lessor, for the term and subject to the terms, covenants, agreements, and conditions set forth in this Agreement. 2.2 Term. The term of this Lease ("Term") shall commence on October 1, 2008 ("Commencement Date") and, unless sooner terminated or extended pursuant to Section 2.3, shall end on the third (3`d) anniversary of the Commencement Date (the "Termination Date") Lessor shall deliver possession of the Property to Agency on the Commencement Date. 2.3 Option to Extend. If construction of the Garage and the Office Condominium has not been completed by the Termination Date, Agency shall have an option to extend the Term for a 1137220-3 2