Common use of Leased Properties Clause in Contracts

Leased Properties. Except for short-term space leases entered into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Real Property Leases") under which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth the date of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia true, correct and complete copies of all Real Property Leases (including all modifications, amendments and supplements). Each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All rent and other sums and charges payable by the Company or a Subsidiary as tenant under any Real Property Lease are current, no notice of default or termination under any Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable Subsidiary, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition on the part of the Company or the applicable Subsidiary or, to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used by the Company or the applicable Subsidiary.

Leased Properties. Except for short-term space leases entered into The Leased Real Property Schedule sets forth a ----------------- ----------------------------- true and complete list of all of the Leased Plant Leases. Seller holds a valid and existing leasehold or subleasehold interest under each of the Leased Plant Leases assuming due authorization, execution and delivery thereof by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is a other parties thereto. Seller has delivered to Buyer true, correct correct, complete and complete schedule accurate copies of all leases, subleases, licenses and other agreements (collectively, each of the "Real Property Leases") under which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or Leased Plant Leases described in the future, any real property (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth the date of and parties ----------- Property Schedule. With respect to each Real Property Leased Plant Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of except as disclosed ----------------- on the Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia trueSchedule: (i) assuming due authorization, correct execution ----------------------------- and complete copies of all Real Property Leases (including all modificationsdelivery thereof by the other parties thereto, amendments and supplements). Each Real Property each Leased Plant Lease is a legal, valid, binding binding, enforceable and enforceable obligation of the Company and is in full force and effecteffect , subject except as to enforcement, as to may be limited by applicable bankruptcy, insolvency, reorganizationmoratorium, moratorium reorganization or other similar laws affecting in effect that affect the enforcement of creditors' rights generally generally, by equitable limitations on the availability of specific remedies and to general by principles of equity. All rent and other sums and charges payable by the Company or a Subsidiary as tenant under ; (ii) subject to obtaining any Real Property Lease are currentrequired landlord's consent, no notice Leased Plant Lease will cease to be legal, valid, binding, enforceable or in full force and effect on identical terms as a result of default or termination under the Closing; (iii) except as set forth on the Estoppel and Consent Agreements, neither Seller nor any Real Property other party to the Leased Plant Lease is outstanding, no termination event in breach or condition or uncured material default on the part of the Company or the applicable Subsidiary, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Real Property Leasedefault, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or bothtime, would constitute such a breach or default or termination event permit termination, modification or condition on acceleration under the part of the Company or the applicable Subsidiary or, Leased Plant Lease; (iv) no party to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except Leased Plant Lease has repudiated any provision thereof; (v) there are no disputes, no oral agreements, and no forbearance programs in effect as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of Leased Plant Lease; (vi) the Leased Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Plant Lease is bound, the effect of which has not been modified in any material respect would interfere with respect, except to the extent that such modifications are disclosed by the documents delivered to Buyer or prevent the continued use of disclosed in the Leased Real Property for Schedule; and (vii) Seller has not assigned, ------------------------ transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in the purposes for which it is now being used by the Company or the applicable SubsidiaryLeased Plant Lease.

Leased Properties. Except for short-term space leases entered into by Section 3.2(q)(ii) of the Company or a Subsidiary in connection with producing a specific Product, ----------------- Metromedia Disclosure Schedule 3.15.2 is sets forth a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Metromedia Real Property Leases") under which the Company Metromedia or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property in the United States (the land, buildings and other improvements covered by the Metromedia Real Property Leases being herein called the "Metromedia Leased Real Property"), which Section 3.2(q)(ii) of the Metromedia Disclosure Schedule 3.15 sets forth the date of and parties to each Metromedia Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Metromedia Leased Real Property covered thereby. The Company Metromedia has heretofore delivered to Metromedia or made available true, correct and complete copies of all Metromedia Real Property Leases (including all modifications, amendments and supplements). Each Metromedia Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges payable by the Company Metromedia or a Subsidiary as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Metromedia Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of Metromedia or the Company applicable Subsidiary or, to Metromedia's or the applicable Subsidiary's knowledge, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Metromedia Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition, which, when considered individually or in the aggregate with all such other Metromedia Real Property Leases under which there is such an event or condition on the part of the Company has or the applicable Subsidiary or, will have a Material Adverse Effect with respect to the Knowledge of the Company or the applicable Subsidiary on the part of the landlordMetromedia. Except as set forth on Schedule 3.15.2does not have a Material Adverse Effect with respect to Metromedia, to the Knowledge of the Company Metromedia or the applicable a Subsidiary, none of whichever is applicable, holds the Leased Real Property leasehold estate under and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such interest in each Metromedia Real Property Lease is boundfree and clear of all Title Defects. Metromedia and its Subsidiaries have no ownership, financial or other interest in the effect of which in landlord under any material respect would interfere with or prevent the continued use of the Leased Metromedia Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by Section 3.2(q)(ii) of the Company or a Subsidiary in connection with producing a specific Product, Metromedia Disclosure Schedule 3.15.2 is sets forth a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Metromedia Real Property Leases") under which the Company Metromedia or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property in the United States (the land, buildings and other improvements covered by the Metromedia Real Property Leases being herein called the "Metromedia Leased Real Property"), which Section 3.2(q)(ii) of the Metromedia Disclosure Schedule 3.15 sets forth the date of and parties to each Metromedia Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Metromedia Leased Real Property covered thereby. The Company Metromedia has heretofore delivered to Metromedia or made available true, correct and complete copies of all Metromedia Real Property Leases (including all modifications, amendments and supplements). Each Metromedia Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges payable by the Company Metromedia or a Subsidiary as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Metromedia Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of Metromedia or the Company applicable Subsidiary or, to Metromedia's or the applicable Subsidiary's knowledge, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Metromedia Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition, which, when considered individually or in the aggregate with all such other Metromedia Real Property Leases under which there is such an event or condition on the part of the Company has or the applicable Subsidiary or, will have a Material Adverse Effect with respect to the Knowledge of the Company or the applicable Subsidiary on the part of the landlordMetromedia. Except as set forth on Schedule 3.15.2does not have a Material Adverse Effect with respect to Metromedia, to the Knowledge of the Company Metromedia or the applicable a Subsidiary, none of whichever is applicable, holds the Leased Real Property leasehold estate under and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such interest in each Metromedia Real Property Lease is boundfree and clear of all Title Defects. Metromedia and its Subsidiaries have no ownership, financial or other interest in the effect of which in landlord under any material respect would interfere with or prevent the continued use of the Leased Metromedia Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by the Company or The attached LEASED REAL PROPERTY SCHEDULE sets forth a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is a true, correct and complete schedule list of all leases, subleases, licenses of the leases and other agreements subleases (collectively, the "Real Property LeasesLEASES") under and each leased and subleased parcel of real property in which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property and its Subsidiaries have a leasehold and subleasehold interest (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real PropertyLEASED REAL PROPERTY"), which Schedule 3.15 sets forth the date of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Leased Real Property covered thereby. The Company has heretofore delivered and its Subsidiaries hold a valid and existing leasehold or subleasehold interest under each of the Leases. With respect to Metromedia trueeach Lease listed on the LEASED REAL PROPERTY SCHEDULE, correct there are no disputes, oral agreements, or forbearance programs in effect as to such Lease and complete copies of all Real Property Leases the Company and its Subsidiaries have not assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in such Lease. With respect to each lease and sublease listed on the LEASED REAL PROPERTY SCHEDULE: (including all modifications, amendments and supplements). Each Real Property Lease a) the lease or sublease is a legal, valid, binding binding, enforceable and enforceable obligation of the Company and is in full force and effect, subject as effect and will continue to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting be so on identical terms immediately following the enforcement of creditors' rights generally and to general principles of equity. All rent and other sums and charges payable by Closing; (b) neither the Company or a Subsidiary as tenant under and its Subsidiaries nor any Real Property Lease are current, no notice of default or termination under any Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable Subsidiary, or other party to the Knowledge of the Company lease or the applicable Subsidiary on the part of the landlord, exists under any Real Property Leasesublease is in material breach or default, and no event has occurred and no condition exists which, with the giving notice of notice or the lapse of time or bothtime, would constitute such a material breach or default or termination event permit termination, modification or condition on acceleration under the part of lease or sublease; (c) neither the Company and its Subsidiaries nor any Seller has assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in the applicable Subsidiary orleasehold or subleasehold; (d) all buildings, improvements or other property leased or subleased thereunder are supplied with utilities and other services necessary for the operation thereof (including gas, electricity, water, telephone, sanitary and storm sewer, and access to public roads); and (e) with respect to each sublease, to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except as representations and warranties set forth on Schedule 3.15.2, in subparagraphs (a) through (d) above are true and correct with respect to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used by the Company or the applicable Subsidiaryunderlying lease.

Leased Properties. Except for short-term space leases entered into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is (i) The Cosi Disclosure Letter sets forth a true, correct and complete schedule list of all leases, subleases, licenses sub-subleases, licenses, revocable use permits and other agreements (collectively, the "Cosi Real Property Leases") under which the Company or any Subsidiary Cosi uses or occupies or has the right to use or occupy, now or in the future, any real property (the landproperty, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth together with the date of and parties to each Cosi Real Property Lease, Lease and the date effective and expiration dates of and parties to each amendmentlease (a "Cosi Overlease") under which such real property has been subleased or sub-sxxxxxxxx to Cosi. (The buildings, modification structures and supplement thereto, other material improvements covered by the term Cosi Real Property Leases are defined as the "Cosi Improvements" and renewal terms (whether or not exercised) thereof and a brief description of the Cosi Improvements together with the land covered by such leases are defined as the "Cosi Leased Real Property covered therebyProperty"). The Company Cosi has heretofore delivered made available to Metromedia Xando and its counsel true, correct and complete copies of all Cosi Real Property Leases (including all modifications, modifications thereof and all amendments and supplementssupplements thereto). Each , and promptly after the execution hereof, Cosi shall have delivered to counsel for Xando such copies of the Cosi Real Property Lease Leases. No written notice of default or termination is a legaloutstanding with respect to any Cosi Real Property Lease, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges due and payable by the Company or a Subsidiary as tenant Cosi under any each Cosi Real Property Lease are current, no notice of default or termination under any . Each Cosi Real Property Lease is outstandingvalid, no termination event or condition or uncured material default on the part of the Company or the applicable Subsidiary, or binding and in full force and effect and with respect to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any each Cosi Real Property Lease, neither the landlord nor Cosi is in default in its obligations, and no event has occurred and no nor does any condition exists exist which, with the giving of notice or the lapse of time or both, would constitute such a default under any Cosi Real Property Lease. Cosi holds the leasehold estate under and interest in each Cosi Real Property Lease free and clear of all Encumbrances except (1) Encumbrances listed in the Cosi Disclosure Letter with respect to which, to Cosi's knowledge, no default (or termination event that, with the giving of notice or condition lapse of time or both, would constitute a default) exists, (2) Encumbrances securing taxes, assessments, governmental charges or levies, or the claims of materialmen, carriers, landlords and like persons, all of which are not yet due and payable, (3) restrictions on use contained in Cosi Real Property Leases that do not restrict the part property subject thereto from being used as such property is currently used or (4) imperfections of title and other Encumbrances that do not materially detract from the value or impair the use of the Company assets subject thereto or impair the operations of Cosi (collectively, the Encumbrances described in clauses (1), (2), (3) and (4) shall be referred to as "Cosi Permitted Encumbrances"). Neither Cosi nor any holder of more than 10% of the Cosi Common Stock has any material ownership, financial or other interest in the landlord or the applicable Subsidiary orovertenant, to the Knowledge of the Company or the applicable Subsidiary on the part of the landlordas applicable, under any Real Property Lease. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable SubsidiaryTo Cosi's knowledge, none of the Leased Real Property and the Cosi Real Property Leases contravenes is in material violation of any zoning ordinance terms, covenants or other administrative regulation conditions of any applicable Cosi Overlease or violates any restrictive covenant, easement or other agreement to which the lessee under any encumbrance upon such Cosi Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by the Company or The Leases Schedule sets forth a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is a true, correct and complete schedule list of all leases, subleases, licenses of the leases and other agreements subleases (collectively, the "Real Property Leases") under and each leased and subleased parcel of real property in which the Company Sellers have an interest as a lessee or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property sub-lessee (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth the date of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description . Each of the Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia true, correct and complete copies of all Real Property Leases (including all modifications, amendments and supplements). Each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effecteffect and the applicable Seller holds valid and existing rights as lessee or sub-lessee under each of the Leases. The Sellers have delivered to the Purchaser true, subject as correct, complete and accurate copies of each of the Leases described in the Leases Schedule. With respect to enforcementeach Lease listed on the Leases Schedule: (i) the Lease is valid, as binding, enforceable (except to applicable the extent that the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, rehabilitation, moratorium or other and similar laws affecting the enforcement of now or hereafter in effect relating to creditors' rights generally or general equitable principles) and in full force and effect; (ii) except with respect to general principles of equity. All rent and other sums and charges payable the Terminated Leases (which will be replaced by the Company New Leases), the Lease will continue to be legal, valid, binding, enforceable (except to the extent that the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, rehabilitation, moratorium and similar laws now or a Subsidiary as tenant under hereafter in effect relating to creditors' rights generally or general equitable principles) and in full force and effect on identical terms following the Closing; (iii) no Seller or, to the knowledge of any Real Property Lease are currentSeller or the Stockholder, no notice of default or termination under any Real Property other party to the Lease is outstanding, no termination event in breach or condition or uncured material default on the part of the Company or the applicable Subsidiary, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Real Property Leasedefault, and no event has occurred and or no condition circumstance exists which, with the giving of notice or the lapse of time or bothtime, would constitute such a breach or default or termination event permit termination, modification or condition on acceleration under the part of the Company or the applicable Subsidiary or, Lease; (iv) no party to the Knowledge of Lease has repudiated any provision thereof; (v) the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none Sellers' possession and quiet enjoyment of the Leased Real Property and under such Lease has not been disturbed, there are no disputes, oral agreements, or forbearance programs in effect as to any Lease; (vi) the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease is bound, the effect of which has not been modified in any material respect would interfere with or prevent respect, except to the continued use extent that such modifications are disclosed by the documents delivered to the Purchaser; (vii) none of the Leased Real Property for Sellers has assigned, transferred, conveyed, mortgaged, hypothecated, charged, deeded in trust or encumbered any interest in or rights under the purposes for Lease; (viii) no security deposit or portion thereof deposited with respect to such Lease has been applied in respect of a breach or default under such Lease, which it is now being used by has not been re-deposited in full; and (ix) the Company Sellers do not and will not in the future owe any brokerage commissions or the applicable Subsidiaryfinders fees in respect of such Lease.

Leased Properties. Except for short-term space leases entered into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 5.3.2(a) is a true, correct and complete schedule Schedule of all leases, subleases, licenses and other agreements (collectively, the "Real Property LeasesXXXXX CITY REAL PROPERTY LEASES") under which the Company or any Subsidiary Xxxxx City Business uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings buildings, structures and other improvements covered by the Xxxxx City Real Property Leases being referred to herein called as the "Leased Real PropertyXXXXX CITY LEASED REAL PROPERTY"), which Schedule 3.15 5.3.2(a) sets forth the date of and parties to each Xxxxx City Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Xxxxx City Leased Real Property covered thereby. The Company Seller has heretofore delivered to Metromedia the Buyer true, correct and complete copies of all Xxxxx City Real Property Leases (including all modifications, amendments and supplements). Each Since March 24, 1998, the Seller has done nothing to adversely affect the validity or effectiveness of any Xxxxx City Real Property Lease is a legalLease. From and after March 24, valid1998, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. (i) All rent and other sums and charges payable by the Company or a Subsidiary Seller as tenant under any all Xxxxx City Real Property Lease Leases are current, no notice of default or termination under any Xxxxx City Real Property Lease is outstanding, (ii) no termination event or condition or uncured material default on the part of the Company or the applicable SubsidiarySeller or, or to the Knowledge best of the Company or the applicable Subsidiary on the part of Seller's knowledge, the landlord, exists under any Xxxxx City Real Property Lease, and (iii) no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition condition. Except for any interest which arose on the part of the Company or the applicable Subsidiary orprior to March 24, 1998, to the Knowledge Seller's knowledge there is no underlying mortgage, deed of trust, lease grant of term or other estate in or interest affecting the fee simple reversionary interest of the Company or landlord under the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, Xxxxx City Real Property Leases in and to the Knowledge of the Company or the applicable Subsidiary, none of the Xxxxx City Leased Real Property and that is superior to the interest of the Seller as tenant under the applicable Xxxxx City Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which Leases. The Seller holds the lessee leasehold estate under any such and interest in each Xxxxx City Real Property Lease is bound, free and clear of all Title Defects (exclusive of mortgages which will be assumed by the effect of which in any material respect would interfere with Buyer or prevent satisfied by the continued use Seller at the Closing) except those Title Defects listed on Schedule 5.3.2(b). None of the Leased Seller, or any affiliate or stockholder thereof has any ownership, financial or other interest in the landlord under any Xxxxx City Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 3.19(b)(i) is a true, correct and complete schedule as of the date hereof of all leases, subleases, licenses easements and other agreements (collectively, the "Real Property Leases") under which the Company or any Subsidiary of the Subsidiaries uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth the start date and end date (excluding renewal terms) of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof annual base rent payable thereunder and a brief description of the Leased Real Property covered thereby. The Seller will cause the Company has heretofore delivered and the Subsidiaries (i) to Metromedia make available to the Buyer after the date hereof the true, correct and complete copies of all Real Property Leases (including all modifications, amendments and supplementssupplements thereto) and (ii) to assist the Buyer in preparing a true, correct and complete index of the Real Property Leases and all such modifications, amendments and supplements thereto. To the knowledge of the Seller, there is no underlying mortgage, deed of trust, lease, grant of term or other estate in or interest affecting any Leased Real Property which is superior to the interest of the Company or a Subsidiary, whichever is applicable, as tenant under the applicable Real Property Lease. Except for Permitted Encumbrances, the Company or a Subsidiary, whichever is applicable, holds the leasehold estate under and interest in each Real Property Lease free and clear of all liens, encumbrances and other title defects and survey defects (collectively, "Title Defects"). Each Except as set out in Schedule 3.19(b)(ii), each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All ; all rent and other sums and charges payable by the Company or a Subsidiary any of the Subsidiaries as tenant thereunder are current; no notice of default under any Real Property Lease are current, no notice of default or termination under any Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of has been received by the Company or the applicable Subsidiary, or a Subsidiary which remains uncured; and to the Knowledge knowledge of the Company or Seller (except with respect to the applicable Subsidiary on the part of the landlordFlorida DoT Contract, exists under any Real Property Leasefor which there shall be no knowledge qualification), and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a uncured default or termination event or condition on the part of the Company or the applicable Subsidiary or, to the Knowledge knowledge of the Company or the applicable Subsidiary on the part of Seller, the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased exists under any Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by the The Company or a Subsidiary in connection with producing a specific Product, does not own any real property. Schedule 3.15.2 3.16 is a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Real Property Leases") under which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth The Sellers have heretofore delivered to, or have caused the date of and parties Company to each Real Property Leasedeliver to, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia Buyer true, correct and complete copies of all Real Property Leases (including all modifications, amendments and supplementssupplements thereto). Each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All ; all rent and other sums and charges payable by the Company as tenant, subtenant, licensee or a Subsidiary as tenant under any Real Property Lease otherwise thereunder are current; to the knowledge of the Sellers, no notice of default or termination under any Real Property Lease is outstanding; and no casualty, no condemnation (or taking in lieu thereof or similar action), termination event or condition or uncured material default on the part of the Company or the applicable SubsidiaryCompany, or to the Knowledge knowledge of the Company or Sellers, the applicable Subsidiary on the part of the landlord (and/or sub-landlord), exists under or with respect to any Real Property Lease. The Company holds the leasehold estate and interest in each Real Property Lease free and clear of all Liens (other than Liens in respect of a Real Property Lease that are permitted by the express terms thereof or as have arisen by operation of law). Except as set forth in Schedule 3.16, the Sellers and the Company have no ownership, financial or other interest in the landlord (or sub-landlord) under any Real Property Lease, and no . In the event has occurred and no condition exists which, with that the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition on the part Company elects not to renew its sublease of the premises known as 000-000 Xxxxx Xxxx., Farmingdale, New York beyond its current initial term, the Company will not (other than as the result of any actions that may be taken on or after the applicable Subsidiary orClosing by, or on behalf of, the Buyer), be obligated to pay to the Knowledge sub-landlord or master landlord of said premises, or otherwise expend, in excess of $10,000 in order to surrender said premises in the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used condition required by the Company or the applicable Subsidiaryterms of such sublease.

Leased Properties. Except for short-term space leases entered into by Section 3.1(q)(ii) of the Company or a Subsidiary in connection with producing a specific Product, ----------------- Disclosure Schedule 3.15.2 is sets forth a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Company Real Property Leases") under which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements covered by the Company Real Property Leases being herein called the "Company Leased Real Property"), which Section 3.1(q)(ii) of the Company Disclosure Schedule 3.15 sets forth the date of and parties to each Company Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Company Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia or made available true, correct and complete copies of all Company Real Property Leases (including all modifications, amendments and supplements). Each Company Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges payable by the Company or a Subsidiary as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Company Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable SubsidiarySubsidiary or, or to the Knowledge of the Company Company's or the applicable Subsidiary on the part of Subsidiary's knowledge, the landlord, exists under any Company Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition, which, when considered individually or in the aggregate with all such other Company Real Property Leases under which there is such an event or condition has or will have a Material Adverse Effect with respect to the Company. Except as set forth on Section 3.1(q)(ii) of the part of Company Disclosure Schedule, to the Company's or the applicable Subsidiaries' knowledge, no landlord under any Company Real Property Lease has notified the Company or the applicable Subsidiary or, that it does not intend to renew any such lease following the expiration of its term. Except as does not have a Material Adverse Effect with respect to the Knowledge of Company, the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable a Subsidiary, none of whichever is applicable, holds the Leased Real Property leasehold estate under and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such interest in each Company Real Property Lease is boundfree and clear of all Title Defects. The Company and its Subsidiaries have no ownership, financial or other interest in the effect of which in landlord under any material respect would interfere with or prevent the continued use of the Leased Company Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by the Company or The Schedule sets forth a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is a true, correct true and complete schedule list of all leases, subleases, licenses licenses, revocable use permits and other agreements (collectively, the "Real Property Leases") under which the Company or any Subsidiary Coral uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings land and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth the date of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Leased Real Property covered thereby. The Company Coral has heretofore delivered to Metromedia true, correct counsel for Lightbridge true and complete copies of all Real Property Leases (Leases, including all modifications, modifications thereof and all amendments and supplements)supplements thereto. Each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as no written notice of default or termination thereunder is outstanding with respect to enforcementany Real Property Lease, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other material sums due and charges payable by the Company or a Subsidiary as tenant Coral under any each Real Property Lease are current, no notice of default or termination under any with respect to each Real Property Lease Coral is outstanding, no termination event or condition or uncured not in material default on the part of the Company or the applicable Subsidiary, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Real Property Leasein its obligations, and no event has occurred and no nor condition exists which, with the giving of notice or the lapse of time or both, would constitute such a material default by Coral under any Real Property Lease. Coral holds the leasehold estate under and interest in each Real Property Lease free and clear of all liens, charges and encumbrances (together, "Encumbrances") except for (a) Encumbrances reflected in the 1997 Financial Statements (including overleases, governmental development plans and similar agreements to which Coral is not a party), (b) Encumbrances securing taxes, assessments, governmental charges or termination event or condition on the part of the Company levies, or the applicable Subsidiary orclaims of materialmen, to the Knowledge carriers, landlords and like persons, all of the Company or the applicable Subsidiary which are not yet due and payable, (c) restrictions on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and the use contained in Real Property Leases contravenes that do not materially restrict the property subject thereto from being used as such property is currently used or (d) imperfections of title and other minor Encumbrances that do not materially detract from the value or impair the use of the asset subject thereto or impair the operations of Coral (collectively, the Encumbrances described in clauses (a), (b), (c) and (d) shall be referred to as "Permitted Encumbrances"). Neither Coral nor any zoning ordinance its officers, directors or Stockholders has any ownership, financial or other administrative regulation or violates any restrictive covenant, easement or other agreement to which interest in the lessee landlord under any such Real Property Lease. Each Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used by the Company or the applicable Subsidiarywas negotiated on an arm's-length basis on commercially reasonable terms.

Leased Properties. Except for short-term space leases entered into by Section 3.1(q)(ii) of the Company or a Subsidiary in connection with producing a specific Product, Disclosure Schedule 3.15.2 is sets forth a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Company Real Property Leases") under which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements covered by the Company Real Property Leases being herein called the "Company Leased Real Property"), which Section 3.1(q)(ii) of the Company Disclosure Schedule 3.15 sets forth the date of and parties to each Company Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Company Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia or made available true, correct and complete copies of all Company Real Property Leases (including all modifications, amendments and supplements). Each Company Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges payable by the Company or a Subsidiary as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Company Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable SubsidiarySubsidiary or, or to the Knowledge of the Company Company's or the applicable Subsidiary on the part of Subsidiary's knowledge, the landlord, exists under any Company Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition, which, when considered individually or in the aggregate with all such other Company Real Property Leases under which there is such an event or condition has or will have a Material Adverse Effect with respect to the Company. Except as set forth on Section 3.1(q)(ii) of the part of Company Disclosure Schedule, to the Company's or the applicable Subsidiaries' knowledge, no landlord under any Company Real Property Lease has notified the Company or the applicable Subsidiary or, that it does not intend to renew any such lease following the expiration of its term. Except as does not have a Material Adverse Effect with respect to the Knowledge of Company, the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable a Subsidiary, none of whichever is applicable, holds the Leased Real Property leasehold estate under and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such interest in each Company Real Property Lease is boundfree and clear of all Title Defects. The Company and its Subsidiaries have no ownership, financial or other interest in the effect of which in landlord under any material respect would interfere with or prevent the continued use of the Leased Company Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 6.3.2(a) is a true, correct and complete schedule Schedule of all leases, subleases, licenses and other agreements (collectively, the "WILKESBORO REAL PROPERTY LEASES" and together with the Xxxxx City Real Property Leases, the "REAL PROPERTY LEASES") under which the Company or any Subsidiary Wilkesboro Business uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings buildings, structures and other improvements covered by the Wilkesboro Real Property Leases being referred to herein called as the "WILKESBORO LEASED REAL PROPERTY" and together with the Xxxxx City Leased Real Property, the "LEASED REAL PROPERTY"), which Schedule 3.15 6.3.2(a) sets forth the date of and parties to each Wilkesboro Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Wilkesboro Leased Real Property covered thereby. The Company Seller has heretofore delivered to Metromedia the Buyer true, correct and complete copies of all Wilkesboro Real Property Leases (including all modifications, amendments and supplements). Each Wilkesboro Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges payable by the Company or a Subsidiary Seller as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Wilkesboro Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable SubsidiarySeller or, or to the Knowledge best of the Company or the applicable Subsidiary on the part of Seller's knowledge, the landlord, exists under any Wilkesboro Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition on condition. To the part Seller's knowledge there is no underlying mortgage, deed of trust, lease grant of term or other estate in or interest affecting the fee simple reversionary interest of the Company or landlord under the applicable Subsidiary or, Wilkesboro Real Property Leases in and to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Wilkesboro Leased Real Property and that is superior to the interest of the Seller as tenant under the applicable Wilkesboro Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which Leases. The Seller holds the lessee leasehold estate under any such and interest in each Wilkesboro Real Property Lease is bound, free and clear of all Title Defects (exclusive of mortgages which will be assumed by the effect of which in any material respect would interfere with Buyer or prevent satisfied by the continued use Seller at the Closing) except those Title Defects listed on Schedule 6.3.2(b). None of the Leased Seller, or any affiliate or stockholder thereof has any ownership, financial or other interest in the landlord under any Wilkesboro Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered into by To the Company or a Subsidiary in connection with producing a specific ProductKnowledge of the Seller, Schedule 3.15.2 is 4.9(a) contains a true, correct true and complete schedule list of all leases, subleases, licenses and other agreements (collectively, the "Real Property Leases") under which either the Company Seller or any Subsidiary of its Subsidiaries uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements real property covered by the such Real Property Leases being herein called Leases, the "Leased Real Property"), which Schedule 3.15 sets forth . The Seller heretofore has delivered or caused to be delivered to the date Optionee a copy of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description all of the Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia true, correct and complete copies of all Real Property Leases set forth on Schedule 4.9(a) (including all modifications, amendments and supplements). Each ) to the extent, and in the form, that such Real Property Lease is a legal, valid, binding and enforceable obligation Leases are in the possession of the Company and is Seller or any Subsidiary of the Seller. All of such Real Property Leases are in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All ; all rent and other sums and charges payable by the Company Seller or a Subsidiary any of its Subsidiaries as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable Subsidiary, or ; to the Knowledge of the Company or the Seller, each other Person that is a party to any such Real Property Lease is in material compliance with all applicable Subsidiary on the part terms and requirements of the landlord, exists under any such Real Property Lease, and ; to the Knowledge of the Seller no event has occurred and no or condition or set of circumstances exists which, that (with the giving of or without notice or the lapse of time or both, would constitute such ) (A) constitutes a default or termination event or condition breach on the part of the Company or the applicable Subsidiary or, to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease or (B) gives any Person the right to terminate or cancel any such Real Property Lease; neither the Seller nor any of its Subsidiaries has given to or received from any other Person any written notice or other communication regarding any alleged breach of or default under any such Real Property Lease except in the case of each of the representations above where the inaccuracy of the representation would not individually or in the aggregate have a Material Adverse Effect. The Seller or its Subsidiary, as applicable, holds the leasehold interest in each such Real Property Lease free and clear of all Liens, subject only to Permitted Liens. To the Knowledge of the Seller, either (i) the Seller or its Subsidiary, as lessee under the Real Property Leases, is bound, entitled to non-disturbance from the effect holders of which all mortgages (or deeds of trust) on the lessor's interests in any material respect would interfere with or prevent the continued use of the Leased Real Property for or (ii) the purposes for which it is now being used by the Company Real Property Leases are superior to such mortgages or the applicable Subsidiarydeeds of trust.

Leased Properties. Except for short-term space leases entered into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 4.13.2(a) is a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Real Property LeasesREAL PROPERTY LEASES") under which the Company or any Subsidiary Seller uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings buildings, structures and other improvements covered by the Real Property Leases being referred to herein called as the "Leased Real PropertyLEASED REAL PROPERTY"), which Schedule 3.15 4.13.2(a) sets forth the date of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Leased Real Property covered thereby. The Company Seller has heretofore delivered to Metromedia the Buyer true, correct and complete copies of all Real Property Leases (including all modifications, amendments and supplements). Each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All all rent and other sums and charges payable by the Company or a Subsidiary Seller as tenant under any Real Property Lease thereunder are current, no notice of default or termination under any Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable SubsidiarySeller or, or to the Knowledge best of the Company or the applicable Subsidiary on the part of Seller's knowledge, the landlord, exists under any Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition on condition. To the part Seller's knowledge there is no underlying mortgage, deed of trust, lease grant of term or other estate in or interest affecting the fee simple reversionary interest of the Company or landlord under the applicable Subsidiary or, Real Property Leases in and to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and that is superior to the interest of the Seller as tenant under the applicable Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which Leases. The Seller holds the lessee leasehold estate under any such and interest in each Real Property Lease is bound, free and clear of all Title Defects (exclusive of mortgages which will be assumed by the effect of which in any material respect would interfere with Buyer or prevent satisfied by the continued use Seller at the Closing) except those Title Defects listed on Schedule 4.13.2(b). None of the Leased Seller, or any affiliate or stockholder thereof has any ownership, financial or other interest in the landlord under any Real Property for the purposes for which it is now being used by the Company or the applicable SubsidiaryLease.

Leased Properties. Except for short-term space leases entered ----------------- into by the Company or a Subsidiary in connection with producing a specific Product, Schedule 3.15.2 is a true, correct and complete schedule of all leases, subleases, licenses and other agreements (collectively, the "Real Property Leases") under which the Company or any Subsidiary uses or occupies or has the right to use or occupy, now or in the future, any real property (the land, buildings and other improvements covered by the Real Property Leases being herein called the "Leased Real Property"), which Schedule 3.15 sets forth the date of and parties to each Real Property Lease, the date of and parties to each amendment, modification and supplement thereto, the term and renewal terms (whether or not exercised) thereof and a brief description of the Leased Real Property covered thereby. The Company has heretofore delivered to Metromedia true, correct and complete copies of all Real Property Leases (including all modifications, amendments and supplements). Each Real Property Lease is a legal, valid, binding and enforceable obligation of the Company and is in full force and effect, subject as to enforcement, as to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors' rights generally and to general principles of equity. All rent and other sums and charges payable by the Company or a Subsidiary as tenant under any Real Property Lease are current, no notice of default or termination under any Real Property Lease is outstanding, no termination event or condition or uncured material default on the part of the Company or the applicable Subsidiary, or to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord, exists under any Real Property Lease, and no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute such a default or termination event or condition on the part of the Company or the applicable Subsidiary or, to the Knowledge of the Company or the applicable Subsidiary on the part of the landlord. Except as set forth on Schedule 3.15.2, to the Knowledge of the Company or the applicable Subsidiary, none of the Leased Real Property and the Real Property Leases contravenes any zoning ordinance or other administrative regulation or violates any restrictive covenant, easement or other agreement to which the lessee under any such Real Property Lease is bound, the effect of which in any material respect would interfere with or prevent the continued use of the Leased Real Property for the purposes for which it is now being used by the Company or the applicable Subsidiary.