Title to Properties; Leasehold Interests. (a) Except as disclosed in any Exchange Act Report, or except to the extent that the inaccuracy of any of the following, in the aggregate, would not have a Material Adverse Effect: (i) the Company or one or more of the Subsidiaries, has such title to real properties where its assets are located as provides reasonable assurance of the Company’s ability to use such assets in its business in the ordinary course, and has good title or an enforceable leasehold interest, license or other lawful right to use all assets that are used in the Company’s or one or more of the Subsidiaries’ business substantially in the manner in which they currently are operated, in each case, subject only to Permitted Exceptions (as herein defined); (ii) all leases under which the Company or any of the Subsidiaries leases any property that is material to the business of the Company and the Subsidiaries taken as a whole are in full force and effect, and none of the Company nor any such Subsidiary is in default in any material respect of any of the terms or provisions of any of such leases and to the Company’s knowledge no claim has been asserted by anyone adverse to any such entity’s rights as lessee under any of such leases, or affecting or questioning any such entity’s right to the continued possession or use of the properties under any such leases or asserting a default under any such leases, and (iii) all liens, charges or encumbrances on or affecting any of the property and assets of the Company and the Subsidiaries which are required to be disclosed in the Company’s Exchange Act Rreports are disclosed therein.
Title to Properties; Leasehold Interests. The Company has good and marketable title to each of the properties and assets owned by it. The Company does not own any real property. Certain real property used by the Company in the conduct of its business is held under lease, and the Company is not aware of any pending or threatened claim or action by any lessor of any such property to terminate any such lease. None of the properties owned or leased by the Company is subject to any Liens which could reasonably be expected to materially and adversely affect the assets, properties, liabilities, business, affairs, results of operations, condition (financial or otherwise) or prospects of the Company. Each lease or agreement to which the Company is a party under which it is the lessee of any property, real or personal, is a valid and subsisting agreement without any material default of the Company thereunder and, to the best of the Company's knowledge, without any material default thereunder of any other party thereto. No event has occurred and is continuing which, with due notice or lapse of time or both, would constitute a default or event of default by the Company under any such lease or agreement or, to the best of the Company's knowledge, by any party thereto, except for such defaults that would not individually or in the aggregate have a Material Adverse Effect. The Company's possession of such property has not been disturbed and, to the best of the Company's knowledge, no claim has been asserted against it adverse to its rights in such leasehold interests.
Title to Properties; Leasehold Interests. The Seller has good, valid and marketable title to the Assets to be sold, including all of the properties and assets reflected on the December 31, 2014 Financial Statements and those acquired since that date, free and clear of all liens, pledges, security interests, charges, claims, restrictions and other encumbrances and defects of title of any nature whatsoever. To the best of knowledge of the Seller and the Shareholder, after a due, proper and complete investigation, all leases, licenses, permits and authorizations in any manner related to the assets, properties or business of the Seller and all other instruments, documents and agreements pursuant to which the Seller has obtained the right to use any real or personal property are in good standing, valid and effective in accordance with their respective terms, and there is not under any of such leases, licenses, permits, authorizations, instruments, documents or agreements any existing default or event which with notice or lapse of time, or both, would constitute a default and in respect of which the Seller has not taken adequate steps to prevent a default from occurring. The Seller has the unrestricted right to sell the Assets as herein provided. The Seller does not own any real property,
Title to Properties; Leasehold Interests. Except as set forth in Schedule 7.9:
Title to Properties; Leasehold Interests. (a) The Disclosure Documents set forth a complete and accurate list of all material real property owned or leased by the Company, the Operating Partnership or any of the Subsidiaries or otherwise used in the operation or conduct of the Company's or Operating Partnership's business (collectively, and together with the land referenced in the Disclosure Documents and all buildings, structures and other improvements and fixtures located on or under such land and all easements, rights and other appurtenances to such land, the "COMPANY PROPERTIES"). The Company, the Operating Partnership and the Subsidiaries, owns or own, as the case may be, good and marketable fee simple or leasehold title to each of the Company Properties, in each case free and clear of any liens, title defects, contractual restrictions or covenants, laws, ordinances or regulations affecting use or occupancy (including zoning regulation and building codes) or reservations of interests in title (collectively, "PROPERTY RESTRICTIONS"), except for (i) mortgage liens disclosed in the Disclosure Documents; (ii) Property Restrictions imposed or promulgated by law or by any Government Authority (as hereinafter defined) which are customary and typical for similar properties and (iii) other Property Restrictions that do not individually or in the aggregate have a Material Adverse Effect (collectively, "PERMITTED LIENS"). Title insurance policies (or marked title insurance commitments having the same force and effect as title insurance policies) have been issued by national title insurance companies insuring the fee simple or leasehold, as applicable, title of the Company, the Operating Partnership or any Subsidiaries, as applicable, to each of the Company Properties, except where the absence of such policies would not have a Material Adverse Effect, and to the Company's and the Operating Partnership's knowledge, such policies are valid and in full force and effect and no claim has been made under any such policy, except as would not have a Material Adverse Effect.
Title to Properties; Leasehold Interests. (a) Except as disclosed in the Exchange Act Reports, or except to the extent that the inaccuracy of any of the following, either individually or in the aggregate, would not have a Material Adverse Effect: (i) the Company, through one or more Subsidiaries, has good and marketable title to all real properties and all other assets that are required for the effective operation of the Company's business in the manner in which they currently are operated, in each case, subject only to Permitted Exceptions (as herein defined); (ii) all leases under which the Company, or any of its Subsidiaries leases any property that is material to the business of the Company and its Subsidiaries taken as a whole is in full force and effect, and neither the Company nor any such Subsidiary is in default in any material respect of any of the terms or provisions of any of such leases and to the Company's knowledge no claim has been asserted by anyone adverse to any such entity's rights as lessee under any of such leases, or affecting or questioning any such entity's right to the continued possession or use of the properties under any such leases or asserting a default under any such leases; and (iii) all liens, charges or encumbrances on or affecting any of the property and assets of the Company and its Subsidiaries which are required to be disclosed in the Company's periodic reports filed pursuant to Exchange Act are disclosed therein.
Title to Properties; Leasehold Interests. CEEE has good and valid title to all properties and assets, real, personal and mixed, free and clear of all mortgages, liens, pledges, security interests, charges, claims, restrictions and other encumbrances and defects of title of any nature whatsoever, except for liens for taxes not yet due and payable.
Title to Properties; Leasehold Interests. AdStar and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them that is material to the business of AdStar and its Subsidiaries, in each case free and clear of all Liens except such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by AdStar or any of its Subsidiaries. Any real property and facilities held under lease by AdStar or any of its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made and proposed to be made of such property and facilities by AdStar or its Subsidiaries.
Title to Properties; Leasehold Interests. MAAC has good and marketable title to, or a valid leasehold interest in, each of the properties and assets owned or leased by it, and each qualified REIT subsidiary of MAAC that owns or leases properties has good and marketable title to, or a valid leasehold interest in, each of the properties and assets owned or leased by it. Except as set forth in the MAAC Exchange Act Reports or in Schedule 8.10, none of the properties owned or leased by MAAC or any qualified REIT subsidiary of MAAC is subject to any Lien which could reasonably be expected to materially and adversely affect the assets, properties, liabilities, business, affairs, results of operations, condition (financial or otherwise) or prospects of MAAC. Each lease or agreement to which MAAC is a party under which it is the lessee of any property, real or personal, is a valid and subsisting agreement without any material default of MAAC thereunder and, to the best of MAAC's knowledge, without any material default thereunder of any other party thereto. No event has occurred and is continuing which, with due notice or lapse of time or both, would constitute a default or event of default by MAAC under any such lease or agreement or, to the best of MAAC's knowledge, by any party thereto, except for such defaults that would not individually or in the aggregate have a Material Adverse Effect on MAAC. MAAC's possession of such property has not been disturbed and, to the best of MAAC's knowledge, no claim has been asserted against it adverse to its rights in such leasehold interests.
Title to Properties; Leasehold Interests. (a) The Company does not own any Real Property. Schedule 3.13(a) of the Company's Disclosure Schedule sets forth a true and complete list of all real property leased by the Company.
