Common use of Property and Leases Clause in Contracts

Property and Leases. (a) Section 3.14(a) of the Seller Disclosure Letter sets forth a list of all real property that Seller owns and which is used in or related to the Business (the “Owned Real Property”). (b) Section 3.14(b) of the Seller Disclosure Letter sets forth a list of (i) all real property leased or subleased to Seller and used in or related to the Business (the “Leased Real Property” and, together with the Owned Real Property, the “Real Property”), (ii) all leases, subleases, licenses, concessions or other agreements, whether written or oral (including currently effective amendments and modifications thereto), pursuant to which Seller holds any leased property (collectively, the “Real Property Leases”) and (iii) a description of all buildings and other improvements located on the Leased Real Property. Section 3.14(b) of the Seller Disclosure Letter indicates with an asterisk (“*”) each Real Property Lease in which any Related Person owns or has any interest, directly or indirectly, in any of the real property subject to such Real Property Lease. (c) Section 3.14(c) of the Seller Disclosure Letter sets forth a list of all leases of personal property with minimum annual lease payments of $75,000 used in or related to the Business (the “Personal Property Leases” and, together with the Real Property Leases, the “Leases”). Section 3.14(c) of the Seller Disclosure Letter indicates with an asterisk (“*”) each Personal Property Lease in which any Related Person owns or has any interest, directly or indirectly, in any of the personal property subject to such Personal Property Lease. (d) Each of the Leases is valid, binding and in full force and effect and has not been assigned, modified, supplemented or amended, and there does not exist any default by Seller, or to the best of Seller’s Knowledge, any third party to such Lease, or event that with notice or lapse of time, or both, would constitute a default thereunder. Seller has not sublet any portion of the property subject to the Leases to any Person. Upon assignment and assumption, with applicable consents if necessary, the Assumed Leases will be enforceable by Buyer in accordance with their respective terms.