Owned and Leased Real Properties. (a) Neither the Company nor any Subsidiary of it owns or has ever owned any real property. (b) Section 3.8(b) of the Company Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by the Company or any Subsidiary of it (collectively “Company Leases”) and the location of the premises. Neither the Company nor any Subsidiary of it nor, to the Company’s knowledge, any other party to any Company Lease is in default under any of the Company Leases. All real property leased, subleased, or licensed by the Company or any Subsidiary is in good condition, ordinary wear and tear excepted, and is sufficient for the continued operations of the Company its Subsidiaries as the business is currently conducted. No party currently occupies or has a right to occupy all or any portion of the premises subject to a Company Lease whether under a sublease or otherwise except for the Company and its Subsidiary. Each of the Company Leases is in full force and effect and is enforceable in accordance with its terms and shall not cease to be in full force and effect as a result of the transactions contemplated by this Agreement. The Company has provided to the Buyer complete and accurate copies of all Company Leases.
Appears in 3 contracts
Samples: Merger Agreement (Infospace Inc), Merger Agreement (Infospace Inc), Merger Agreement (Epresence Inc)
Owned and Leased Real Properties. (a) Neither the Company nor any Subsidiary of it its Subsidiaries owns or has ever owned any real property.
(b) Section 3.8(b) of the Company Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by the Company or any Subsidiary of it its Subsidiaries (collectively “Company Leases”) and the location of the premises. Neither the Company nor any Subsidiary of it its Subsidiaries nor, to the Company’s knowledge, any other party to any Company Lease Lease, is in default under any of the Company Leases. All real property leased, subleasedexcept where the existence of such defaults, individually or licensed by in the Company or any Subsidiary is in good conditionaggregate, ordinary wear and tear exceptedhas not had, and is sufficient for the continued operations of the Company its Subsidiaries as the business is currently conducted. No party currently occupies or has a right not reasonably likely to occupy all or any portion of the premises subject to have, a Company Lease whether under a sublease or otherwise except for the Company and its SubsidiaryMaterial Adverse Effect. Each of the Company Leases is in full force and effect and is enforceable in accordance with its terms and shall not cease to be in full force and effect as a result of the transactions contemplated by this Agreement. Neither the Company nor any of its Subsidiaries leases, subleases or licenses any real property to any person other than the Company and its Subsidiaries. The Company has provided to the Buyer Parent with complete and accurate copies of all Company Leases.
Appears in 2 contracts
Samples: Merger Agreement (Genaissance Pharmaceuticals Inc), Merger Agreement (Genaissance Pharmaceuticals Inc)
Owned and Leased Real Properties. (a) Neither the Company nor any Subsidiary of it owns or has ever owned any real property.
(b) Section 3.8(b) of the Company Disclosure Schedule sets forth a complete and accurate list of all real property leased, subleased or licensed by the Company or any Subsidiary of it (collectively “"Company Leases”") and the location of the premises. Neither the Company nor any Subsidiary of it nor, to the Company’s 's knowledge, any other party to any Company Lease is in default under any of the Company Leases. All real property leased, subleased, or licensed by the Company or any Subsidiary is in good condition, ordinary wear and tear excepted, and is sufficient for the continued operations of the Company its Subsidiaries as the business is currently conducted. No party currently occupies or has a right to occupy all or any portion of the premises subject to a Company Lease whether under a sublease or otherwise except for the Company and its Subsidiary. Each of the Company Leases is in full force and effect and is enforceable in accordance with its terms and shall not cease to be in full force and effect as a result of the transactions contemplated by this Agreement. The Company has provided to the Buyer complete and accurate copies of all Company Leases.
Appears in 1 contract
Samples: Merger Agreement (Switchboard Inc)