Owned and Leased Real Properties. (a) Neither Merger Partner nor any of its Subsidiaries owns or has ever owned any real property. (b) Section 3.9(b) of the Merger Partner Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by Merger Partner or any of its Subsidiaries as of the date of this Agreement (collectively, the “Merger Partner Leases”) and the location of the premises of such real property. Neither Merger Partner nor any of its Subsidiaries nor, to the knowledge of Merger Partner, any other party, is in breach or default and no event has occurred, is pending or, to the knowledge of Merger Partner, is threatened, which, after the giving of notice, with lapse of time, or otherwise, would constitute any such breach or default under any of Merger Partner Leases, except where the existence of such breaches or defaults, individually or in the aggregate, has not had, and is not reasonably likely to result in, the loss of a material right or in a material liability of Merger Partner or any of its Subsidiaries. Neither Merger Partner nor any of its Subsidiaries leases, subleases or licenses any real property to any person other than Merger Partner and its Subsidiaries. Merger Partner has made available to Public Company complete and accurate copies of all Merger Partner Leases.
Appears in 4 contracts
Samples: Merger Agreement (Boston Therapeutics, Inc.), Merger Agreement (Amergent Hospitality Group, Inc), Merger Agreement (Chanticleer Holdings, Inc.)
Owned and Leased Real Properties. (a) Neither Merger Partner Public Company nor any of its Subsidiaries subsidiaries owns or has ever owned any real property, nor is either party to any agreement to purchase or sell any real property.
(b) Section 3.9(b) of Neither the Merger Partner Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by Merger Partner or Public Company nor any of its Subsidiaries subsidiaries as of the date of this Agreement leases, subleases, licenses or otherwise occupies any real property nor is party to any lease, sublease, license or any other occupancy agreement (collectively, the “Merger Partner Public Company Leases”) and the location all of the premises of such real property. Neither Merger Partner its previous Public Company Leases have been terminated and neither Public Company nor any of its Subsidiaries subsidiaries has any remaining affirmative obligations under such Public Company Leases and termination agreements. Neither the Public Company nor any of its subsidiaries is party to any agreement or subject to any claim that may require the payment of any real estate brokerage commissions. Neither Public Company nor any of its subsidiaries nor, to the knowledge of Merger PartnerPublic Company, any other party, party is in breach or default and no event has occurred, is pending or, to the knowledge of Merger PartnerPublic Company, is threatened, which, after the giving of notice, with lapse of time, or otherwise, would constitute any such breach or default under any of Merger Partner the Public Company Leases, except where the existence of such breaches or defaults, individually or in the aggregate, has not had, and is not reasonably likely to result in, the loss of a material right or in a material liability of Merger Partner Public Company or any of its Subsidiariessubsidiaries. Neither Merger Partner Public Company nor any of its Subsidiaries subsidiaries leases, subleases or licenses any real property to any person Person other than Merger Partner Public Company and its Subsidiariessubsidiaries. Merger Partner Public Company has made available to Public Company Merger Partner complete and accurate copies of all Merger Partner Public Company Leases.
Appears in 2 contracts
Samples: Merger Agreement (Pieris Pharmaceuticals, Inc.), Merger Agreement (Pieris Pharmaceuticals, Inc.)
Owned and Leased Real Properties. (a) Neither Merger Partner Harmony nor any of its Subsidiaries owns or has ever owned any real property.
(b) Section 3.9(b4.09(b) of the Merger Partner Harmony Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by Merger Partner Harmony or any of its Subsidiaries as of the date of this Agreement Effective Date (collectively, the “Merger Partner Harmony Leases”) and the location of the premises of such real property. Neither Merger Partner Harmony nor any of its Subsidiaries nor, to the knowledge of Merger PartnerHarmony, any other party, party is in breach or default and no event has occurred, is pending or, to the knowledge of Merger PartnerHarmony, is threatened, which, after the giving of notice, with lapse of time, or otherwise, would constitute any such breach or default under any of Merger Partner under any of the Harmony Leases, except where the existence of such breaches or defaults, individually or in the aggregate, has not had, and is not reasonably likely to result in, the loss of a material right or in a material liability of Merger Partner Harmony or any of its Subsidiaries. Neither Merger Partner Harmony nor any of its Subsidiaries leases, subleases or licenses any real property to any person Person other than Merger Partner Harmony and its Subsidiaries. Merger Partner Harmony has made available to Public Company Zircon complete and accurate copies of all Merger Partner Harmony Leases.
Appears in 1 contract
Samples: Merger Agreement (Harmony Energy Technologies Corp)
Owned and Leased Real Properties. (a) Neither Merger Partner Company nor any of its Subsidiaries subsidiaries owns or has ever owned any real property, nor is either party to any agreement to purchase or sell any real property.
(b) Section 3.9(b) of Neither the Merger Partner Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by Merger Partner or Company nor any of its Subsidiaries subsidiaries as of the date of this Agreement leases, subleases, licenses or otherwise occupies any real property nor is party to any lease, sublease, license or any other occupancy agreement (collectively, the “Merger Partner Company Leases”) and the location all of the premises of such real property. Neither Merger Partner its previous Company Leases have been terminated and neither Company nor any of its Subsidiaries subsidiaries has any remaining affirmative obligations under such Company Leases and termination agreements. Neither the Company nor any of its subsidiaries is party to any agreement or subject to any claim that may require the payment of any real estate brokerage commissions. Neither Company nor any of its subsidiaries nor, to the knowledge of Merger PartnerCompany, any other party, party is in breach or default and no event has occurred, is pending or, to the knowledge of Merger PartnerCompany, is threatened, which, after the giving of notice, with lapse of time, or otherwise, would constitute any such breach or default under any of Merger Partner the Company Leases, except where the existence of such breaches or defaults, individually or in the aggregate, has not had, and is not reasonably likely to result in, the loss of a material right or in a material liability of Merger Partner Company or any of its Subsidiariessubsidiaries. Neither Merger Partner Company nor any of its Subsidiaries subsidiaries leases, subleases or licenses any real property to any person Person other than Merger Partner Company and its Subsidiariessubsidiaries. Merger Partner Company has made available to Public Company Target complete and accurate copies of all Merger Partner Company Leases.
Appears in 1 contract
Samples: Agreement and Plan of Business Combination (SPECTRAL CAPITAL Corp)