Common use of Real Property and Leases Clause in Contracts

Real Property and Leases. The Company does not own any real property. §4(l) of the Disclosure Schedule contains a list of all leases for real property to which the Company is a party, the square footage leased with respect to each lease and the expiration date of each lease. These leases are valid and enforceable and are not in default. To the Knowledge of the Principals, the real property leased or occupied by the Company, the improvements located thereon, and the furniture, fixtures and equipment relating thereto (including plumbing, heating, air conditioning and electrical systems), conform to any and all applicable health, fire, safety, zoning, land use and building laws, ordinances and regulations and are in good working order. There are no outstanding contracts made by the Company for any improvements made to the real property leased or occupied by the Company that have not been paid for. The Principals have delivered to the Buyer correct and complete copies of the leases and subleases listed in §4(l) of the Disclosure Schedule (as amended to date). With respect to each lease and sublease listed in §4(l) of the Disclosure Schedule, the Principals warrant as follows (provided that these warranties, in relation to the lessors of the premises, are limited to the Knowledge of the Principals): (i) the lease or sublease is legal, valid, binding, enforceable, and in full force and effect, subject to the Exception; (ii) the lease or sublease will continue to be legal, valid, binding, enforceable, and in full force and effect on identical terms following the consummation of the transactions contemplated hereby, subject to the Exception; (iii) no party to the lease or sublease is in breach or default, and no event has occurred which, with notice or lapse of time, would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) no party to the lease or sublease has repudiated any provision thereof; (v) there are no disputes, oral agreements, or forbearance programs in effect as to the lease or sublease; (vi) with respect to each sublease, the representations and warranties set forth in subsections (A) through (E) above are true and correct with respect to the underlying lease; and (vii) the Company has not assigned, transferred, conveyed, mortgaged, deeded in trust, or encumbered any interest in the leasehold or subleasehold.

Real Property and Leases. The Company does not own any real property. §4(l4.1(l) of the Disclosure Schedule contains a list of all leases and subleases for real property to which the Company is a party, the square footage leased with respect to each lease and the expiration date of each leaselease and sublease. These leases and subleases are valid and enforceable and are not in default. To the Knowledge The Sellers are unaware of the Principals, any condition or situation that does or would render the real property leased or occupied by the Company, the improvements located thereon, and the furniture, fixtures and equipment relating thereto (including plumbing, heating, air conditioning and electrical systems), conform to be out of conformance with any and all applicable health, fire, safety, zoning, land use and building laws, ordinances and regulations and are in good working orderregulations. There are no outstanding contracts made by the Company for any improvements made to the real property leased or occupied by the Company that have not been paid forfor or as to which payments are not current (e.g., diesel generator). The Principals have delivered to §4.1(l) of the Buyer Disclosure Schedule also contains correct and complete copies of the leases and subleases listed in §4(l) of the Disclosure Schedule (as amended to date)therein. With respect to each lease and sublease listed in §4(l4.1(l) of the Disclosure Schedule, the Principals warrant as follows (provided that these warranties, in relation to the lessors of the premises, are limited to the Knowledge of the Principals):: (i) the lease or sublease is legal, valid, binding, enforceable, and in full force and effect, according to its terms, subject to the Exception; (ii) the lease or sublease will continue to be legal, valid, binding, enforceable, and in full force and effect on identical according to its terms following the consummation of the transactions contemplated hereby, subject to the Exception; (iii) the Company is not in breach or default and, to the Knowledge of the Sellers, no other party to the lease or sublease is in breach or default, and no event has occurred which, with notice or lapse of time, would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) the Company has not repudiated and, to the Knowledge of the Sellers, no other party to the lease or sublease has repudiated any provision thereof; (v) to the Knowledge of the Sellers, there are no disputes, oral agreements, or forbearance programs in effect as to the lease or sublease; (vi) with respect to each sublease, the representations and warranties set forth in subsections (Ai) through (Ev) above are true and correct with respect to the underlying lease; and (vii) the Company has not assigned, transferred, conveyed, mortgaged, deeded in trust, or encumbered any interest in the leasehold or subleasehold.

Real Property and Leases. The Company does not own any real property. §4(l) of the The Disclosure Schedule contains a list of all leases and subleases for real property to which the Company is a party, the square footage leased with respect to each lease and the expiration date of each leaselease and sublease. These leases and subleases are valid and enforceable and are not in default. To the Knowledge The Seller is unaware of the Principals, any condition or situation that does or would render the real property leased or occupied by the Company, the improvements located thereon, and the furniture, fixtures and equipment relating thereto (including plumbing, heating, air conditioning and electrical systems), conform to be out of conformance with any and all applicable health, fire, safety, zoning, land use and building laws, ordinances and regulations and are in good working orderregulations. There are no outstanding contracts made by the Company for any improvements made to the real property leased or occupied by the Company that have not been paid forfor or as to which payments are not current (e.g., diesel generator). The Principals have delivered to the Buyer Disclosure Schedule also contains correct and complete copies of the leases and subleases listed in §4(l) of the Disclosure Schedule (as amended to date)therein. With respect to each lease and sublease listed in §4(l) of the Disclosure Schedule, the Principals warrant as follows (provided that these warranties, in relation to the lessors of the premises, are limited to the Knowledge of the Principals):: (i) the lease or sublease is legal, valid, binding, enforceable, and in full force and effect, according to its terms, subject to the Exception; (ii) the lease or sublease will continue to be legal, valid, binding, enforceable, and in full force and effect on identical according to its terms following the consummation of the transactions contemplated hereby, subject to the Exception; (iii) the Company is not in breach or default and, to the Knowledge of the Seller, no other party to the lease or sublease is in breach or default, and no event has occurred which, with notice or lapse of time, would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) the Company has not repudiated and, to the Knowledge of the Seller, no other party to the lease or sublease has repudiated any provision thereof; (v) to the Knowledge of the Seller, there are no disputes, oral agreements, or forbearance programs in effect as to the lease or sublease; (vi) with respect to each sublease, the representations and warranties set forth in subsections (Ai) through (Ev) above are true and correct with respect to the underlying lease; and (vii) the Company has not assigned, transferred, conveyed, mortgaged, deeded in trust, or encumbered any interest in the leasehold or subleasehold.