Real Property and Real Property Leases. Part 10(a) of the Schedule contains a true and complete list of (i) all real property owned by the Corporation and the Subsidiaries together with a summary description of the buildings and improvements thereon and the method by which such real property is depreciated for tax and book purposes, (ii) all real estate leases to which the Corporation or any Subsidiary is a party together with a summary description of the buildings and improvements thereon, the address of each property, the name of each landlord and tenant and the expiration date of each lease, and (iii) all other interests, if any, in real property owned or claimed by the Corporation or any Subsidiary. To the Indemnitors' knowledge, the Corporation and Subsidiaries have all easements and rights, including parking rights and easements for power lines, water lines, roadways and other access, necessary to conduct the businesses they now conduct and enjoy peaceful and undisturbed possession of all properties occupied by them. Neither the whole nor any portion of any real property owned, occupied or leased to or by the Corporation or any Subsidiary has been rezoned or condemned or otherwise taken by any public authority and, to the Indemnitors' knowledge, no such rezoning, condemnation or other taking is threatened or contemplated. To the Indemnitors' knowledge, none of the real properties owned, occupied or leased to or by the Corporation or any Subsidiary, or the occupancy or operation thereof, constitutes a nuisance or violation of any law or any building, zoning or other ordinance, code or regulation or any private or public covenant or restriction, and no notice from any governmental body or other Person has been served upon the Corporation or any Subsidiary claiming any violation of any such law, ordinance, code, regulation, covenant or restriction, or requiring or calling attention to the need for any work, repairs, construction, alterations or installations on or in connection with any of such properties which has not been complied with except to the extent set forth in Part 10(b) of the Schedule. All leases of real property to which the Corporation or any Subsidiary is a party are valid, binding and in full force and effect, and, to the Indemnitors' knowledge, there exists no default thereunder by any party thereto, nor any events which, with notice or lapse of time, or both, would constitute a default, and all amounts heretofore payable under such leases have been paid in full. True, correct and complete copies of all deeds to the real property listed on Part 10(a) of the Schedule and true, correct and complete copies of all real estate leases listed on Part 10(a) of the Schedule, including all amendments, modifications, letter agreements and assignments relating thereto have been previously delivered to Purchaser.
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Samples: Property Purchase Agreement (Landmark Theatre Corp), Asset Purchase Agreement (Landmark Theatre Corp)
Real Property and Real Property Leases. Part 10(a) of the The Disclosure Schedule contains a true and complete list of (ia) all real property owned by the Corporation and the Subsidiaries together with a summary description of the buildings and improvements thereon and the method by which such real property is depreciated for tax and book purposesOmniSubsidiaries, (iib) all real estate leases to which any of the Corporation or any Subsidiary OmniSubsidiaries is a party together with a summary description of the buildings and improvements thereon, the address of each property, the name of each landlord and tenant and the expiration date of each leaseparty, and (iiic) all other material interests, if any, in real property owned or claimed by any of the Corporation or any SubsidiaryOmniSubsidiaries. To the Indemnitors' knowledgeKnowledge of OmniAmerica Management, each of the Corporation and Subsidiaries have all OmniSubsidiaries has material easements and rights, including parking rights and easements for power lines, water lines, roadways and other access, necessary to conduct the businesses they it now conduct conducts and enjoy enjoys peaceful and undisturbed possession of all properties occupied by themit. Neither To the Knowledge of OmniAmerica Management, neither the whole nor any portion of any real property owned, occupied or leased to or by any of the Corporation or any Subsidiary OmniSubsidiaries has been adversely rezoned or condemned or otherwise taken by any public authority and, to the Indemnitors' knowledgeKnowledge of OmniAmerica Management, no such rezoning, condemnation or other taking is threatened or contemplated. To the Indemnitors' knowledgeKnowledge of OmniAmerica Management, none of the real properties owned, occupied or leased to or by any of the Corporation or any Subsidiary, OmniSubsidiaries or the occupancy or operation thereof, constitutes a nuisance or violation of any law or any building, zoning or other ordinance, code or regulation or any private or public covenant or restriction, and no written notice from any governmental body Governmental Entity or other Person has been served upon any of the Corporation OmniSubsidiaries or any Subsidiary Person who had previously owned the Acquired Businesses during the two-year period prior to the date of this Agreement claiming any outstanding violation of any such law, ordinance, code, regulation, covenant or restriction, or requiring or calling attention to the need for any material amount of work, repairs, construction, alterations or installations on or in connection with any of such properties which has not been complied with with, except as such that would not, individually or in the aggregate, reasonably be expected to the extent set forth in Part 10(b) of the Schedulehave a Material Adverse Effect on OmniAmerica. All leases of real property to which any of the Corporation or any Subsidiary OmniSubsidiaries is a party are valid, binding and in full force and effect, and, to the Indemnitors' knowledge, there exists no material default thereunder by any of the OmniSubsidiaries or, to the Knowledge of OmniAmerica Management, any other party thereto, nor any events which, with notice or lapse of time, or both, would constitute a defaultmaterial default by any of the OmniSubsidiaries thereunder, and all amounts rents heretofore payable under such leases have been paid in full. TrueEach of the OmniSubsidiaries shall deliver to STI not later than seven (7) days after the date of this Agreement, true, correct and complete copies of all deeds deeds, title commitments, title policies, and surveys to the real property listed on Part 10(a) of the Disclosure Schedule and true, correct and complete copies of all real estate leases listed on Part 10(a) of the Disclosure Schedule, including all amendments, modifications, letter agreements and assignments relating thereto have been previously delivered to Purchaserthereto.
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Samples: Agreement and Plan of Merger (Hicks Thomas O), Agreement and Plan of Merger (Specialty Teleconstructors Inc)
Real Property and Real Property Leases. Part 10(a) of the Schedule contains a true and complete list of (i) all real property owned by the Corporation and the Subsidiaries together with a summary description of the buildings and improvements thereon and the method by which such real property is depreciated for tax and book purposes, (ii) all real estate leases to which the Corporation or any Subsidiary is a party together with a summary description of the buildings and improvements thereon, the address of each property, the name of each landlord and tenant and the expiration date of each lease, and (iii) all other interests, if any, in real property owned or claimed by the Corporation or any Subsidiary. To the Indemnitors' knowledge, the Corporation The Company and Subsidiaries have all easements and rights, including parking rights and easements for power lines, water lines, roadways and other access, necessary to conduct the businesses business they now conduct and enjoy peaceful and undisturbed possession of all properties occupied by them. Neither the whole nor any portion of any real property owned, occupied or leased to or by the Corporation Company or any Subsidiary has been rezoned or condemned or otherwise taken by any public authority and, to the Indemnitors' knowledge, and no such rezoning, condemnation or other taking is threatened or contemplated. To the Indemnitors' knowledge, none None of the real properties owned, occupied or leased to or by the Corporation Company or any Subsidiary, or the occupancy or operation thereof, constitutes a nuisance or violation of any law or any building, zoning or other ordinance, code or regulation or any private or public covenant or restriction, and no notice from any governmental body or other Person has been served upon the Corporation Company or any Subsidiary claiming any violation of any such law, ordinance, code, regulation, covenant or restriction, or requiring or calling attention to the need for any work, repairs, construction, alterations or installations on or in connection with any of such properties which has not been complied with except to the extent set forth in Part 10(b) of the Schedulewith. All leases of real property to which the Corporation or any Subsidiary is a party are valid, binding and in full force and effect, and, to the Indemnitors' knowledge, and there exists no default thereunder by any party thereto, nor any events which, with notice or lapse laps of time, or both, would constitute a default, and all amounts heretofore payable under such leases have been paid in full. True, correct and complete copies of all deeds to the real property listed on Part 10(a) of the Schedule and true, correct and complete copies of all real estate leases listed on Part 10(a) of the Schedule, including all amendments, modifications, letter agreements and assignments relating thereto have been previously delivered to Purchaser.
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Samples: Stock Purchase Agreement (American Custom Components Inc)
Real Property and Real Property Leases. Part 10(a) Section 3.27 of the Disclosure Schedule contains a true and complete list of (ia) all real property owned by the Corporation and the Subsidiaries together with a summary description of the buildings and improvements thereon and the method by which such real property is depreciated for tax and book purposesDeco Companies, (iib) all real estate leases to which any of the Corporation or any Subsidiary Deco Companies is a party together with a summary description of the buildings and improvements thereon, the address of each property, the name of each landlord and tenant and the expiration date of each leaseparty, and (iiic) all other material interests, if any, in real property owned or claimed by the Corporation or any SubsidiaryDeco Companies. To the Indemnitors' knowledge, the Corporation and Subsidiaries The Deco Companies have all material easements and rights, including parking rights and easements for power lines, water lines, roadways and other access, necessary to conduct the businesses they now conduct and enjoy peaceful and undisturbed possession of all properties occupied by them. Neither the whole nor any portion of any real property owned, occupied or leased to or by the Corporation or any Subsidiary Deco Companies has been been, in the last six (6) years, rezoned or condemned or otherwise taken by any public authority Governmental Entity and, to the Indemnitors' knowledgeKnowledge of Seller and the Deco Companies, no such rezoningzoning, condemnation or other taking is threatened or contemplated. To the Indemnitors' knowledge, none None of the real properties owned, occupied or leased to or by the Corporation or any SubsidiaryDeco Companies, or the occupancy or operation thereof, constitutes a nuisance or violation of any law or any building, zoning or other ordinance, code or regulation or any private or public covenant or restriction, and no written notice from any governmental body Governmental Entity or other Person has been served upon received by Seller or the Corporation or any Subsidiary Deco Companies claiming any outstanding violation of any such law, ordinance, code, regulation, covenant or restriction, or requiring or calling attention to the need for any material amount of work, repairs, construction, alterations or installations on or in connection with any of such properties which has not been complied with except to the extent set forth in Part 10(b) of the Schedulewith. All leases of real property to which any of the Corporation or any Subsidiary Deco Companies is a party are valid, binding and in full force and effect, andand there exists no material default thereunder by the Deco Companies or, to the Indemnitors' knowledgeKnowledge of Seller and the Deco Companies, there exists no default thereunder by any other party thereto, nor any events which, which with notice or lapse of time, or both, would constitute a defaultmaterial default by the Deco Companies thereunder, and all rents and other amounts heretofore payable under such leases have been paid in full. True, correct and complete copies of all deeds Notwithstanding anything to the real property listed on Part 10(a) of the Schedule contrary contained in this Section 3.27, Seller makes no representation or warranty in this Section 3.27 regarding compliance with any Environmental Law or Occupational Safety and true, correct and complete copies of all real estate leases listed on Part 10(a) of the Schedule, including all amendments, modifications, letter agreements and assignments relating thereto have been previously delivered to PurchaserHealth Law; such compliance is addressed in Section 3.16.
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