Common use of Site Leases Clause in Contracts

Site Leases. Schedule 3.5 hereto contains a true, correct and complete ----------- ------------ list of the Site Leases used in connection with, or necessary to operate, the Business as now operated or as proposed to be operated. Seller has good and marketable title to all of the Site Leases relating to the operation of the Business and none of such Site Leases is subject to any Lien, except for: (a) Liens which shall be discharged or removed by Seller prior to or at Closing, (b) Liens for Taxes not yet due and payable and (c) such imperfections of title and encumbrances, if any, which are not, individually or in the aggregate, material in character, amount or extent, and which do not materially detract from the value, or materially interfere with the present use or anticipated use of the property subject thereto or affected thereby. Each of the Site Leases is in full force and effect. All necessary Permits with respect to the Site Leases have been obtained, have been validly issued, are in full force and effect and upon consummation of the transactions contemplated hereby, the Site Leases will be transferred to Buyer such that Buyer may continue to operate the Business as presently operated or as proposed to be operated. Except as otherwise disclosed on Schedule 3.5, Seller is not, and to Seller's knowledge, no other party is in ------------ material default under any Site Lease. Seller has the full legal power and authority to assign its rights under each Site Lease listed on Schedule 3.5 ------------ hereto to Buyer.

Site Leases. Schedule 3.5 hereto contains a true, correct and complete ----------- ------------ list of the Site Leases used in connection with, or necessary to operate, the Business Assets as now operated or as proposed to be operated. Seller has good and marketable title to all of the Site Leases relating to the operation of the Business Assets and none of such Site Leases is subject to any Lien, except for: (a) Liens which shall be discharged or removed by Seller prior to or at Closing, (b) Liens for Taxes not yet due and payable and (c) such imperfections of title and encumbrances, if any, which are not, individually or in the aggregate, material in character, amount or extent, and which do not materially detract from the value, or materially interfere with the present use or anticipated use of the property subject thereto or affected thereby. Each Except as disclosed on Schedule -------- 3.5, each of the Site Leases is in full force and effect. All Except as disclosed on --- Schedule 3.5, all necessary Permits Licenses with respect to the Site Leases have been ------------ obtained, have been validly issued, are in full force and effect and upon consummation of the transactions contemplated hereby, the Site Leases will be transferred to Buyer such that Buyer may continue to operate the Business Assets as presently operated or as proposed to be operated. Except as otherwise disclosed on Schedule 3.5, Seller is ------------ not, and to Seller's knowledge, no other party is is, in ------------ material default under any Site LeaseLease and there is no provision, to Seller's knowledge, in any Site Lease which any party to such Site Lease is unable to perform. Except for the consents required under Section 3.8, Seller has the full legal power and authority to ----------- assign its rights under each Site Lease listed on Schedule 3.5 ------------ hereto to Buyer.. ------------