Common use of Title to Properties; Possession Under Leases Clause in Contracts

Title to Properties; Possession Under Leases. (a) Each of the Borrower and the Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower and each of the Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Parent Borrower and the its Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid good and marketable leasehold interests in, or easements or other limited property interests in, all its Real Properties (including all Mortgaged Properties) and has valid good and marketable title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not individually or in the aggregate materially interfere with affect its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Parent Borrower and each of the its Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect. (c) Schedule 1.01(A) lists each Material Real Property owned by any Loan Party as of the Closing Date.

Title to Properties; Possession Under Leases. (a) Each of Holdings, the Borrower Borrowers and the Subsidiaries has good and marketable title in valid fee simple or equivalent title to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower Each of the Borrowers and each of the Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect. Except as set forth on Schedule 3.07(b), each of the Borrowers and each of the Subsidiaries enjoys peaceful and undisturbed possession under all such leases, other than leases in respect of which the failure to enjoy peaceful and undisturbed possession would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower Guarantors and the its Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, all its Real Properties and has valid title to its personal property material properties and assets, in each case, except for Permitted Liens and except for defects in title that do not not, in the aggregate, materially interfere with its ability to the conduct its of the business of the Guarantors and the Subsidiaries taken as currently conducted a whole or to utilize such the use of the properties and assets of the Guarantors and the Subsidiaries taken as a whole for their intended purposes and purposes, except where the failure to have such title or leasehold interests would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect. All such material properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens expressly permitted by Article VIASection 6.02. (b) The Borrower Each Guarantor and each of the its Subsidiaries has complied with all material obligations under all material leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, party and all such leases are in full force and effect, except leases in respect of which to the extent that the failure to so comply or the failure to be in full force and effect would effect, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Each of the Guarantors and each of its Subsidiaries enjoys peaceful and undisturbed possession under all such material leases, except to the extent that the failure to enjoy such possession could not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower Agent and the theits Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower Agent owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower Agent and each of the Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the The Borrower and the its Subsidiaries has good and marketable have valid title in fee simple or equivalent to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties (including all Mortgaged Properties) and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation Liens. Schedule 3.07 sets forth a true, complete and correct list of law. The Equity Interests all Mortgaged Properties as of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIAClosing Date. (b) The As of the Closing Date, (i) the Borrower and each of the its Subsidiaries has have complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have a Material Adverse Effect, Effect and (ii) all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower and the Subsidiaries has good and marketable title in valid record fee simple or equivalent title to, or easements or valid leasehold interests inall Material Real Properties, or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. The Borrower and the Subsidiaries have maintained, in all material respects and in accordance with normal industry practice and subject to normal wear and tear, all of the machinery, equipment, vehicles, facilities and other tangible personal property now owned or leased by the Borrower and the Subsidiaries that is necessary to conduct their business as it is now conducted. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings Material Real Properties are free and clear of Liens, other than Liens expressly permitted by Article VIASection 6.02 or arising by operation of law. As of the Effective Date, the Loan Parties do not own any Material Real Properties. (b) The Borrower and each of the Subsidiaries has have complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have a Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would could not reasonably be expected to have a Material Adverse Effect.. The Borrower and the Subsidiaries enjoy peaceful and undisturbed possession under all such leases, other than leases in respect IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" "" ""

Title to Properties; Possession Under Leases. (a) Each of the Borrower and the Subsidiaries has good and marketable valid title in fee simple or equivalent to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of lawLiens. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIASection 6.02. (b) The Borrower and each None of the Borrower or their Subsidiaries has complied with all material obligations are in default under all any leases to which it is a party, except where the failure to comply for such defaults as would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect, and all such . All of the Borrower’s or Subsidiaries’ leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect. (c) [Intentionally Omitted]. (d) [Intentionally Omitted].

Title to Properties; Possession Under Leases. (a) Each Borrower and each of the Borrower and the Restricted Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, all of its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and (including all Mortgaged Properties), except where the failure to have such title or other interest would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such material properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIASection 6.02. (bi) The Each Borrower and each of the Restricted Subsidiaries (A) has complied with all material its obligations under all the real property leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, party as lessee and (B) enjoys peaceful and undisturbed possession under such leases and (ii) all such leases are in full force and effect, except leases in respect of which where the failure to comply, enjoy peaceful and undisturbed possession or be in full and force and effect would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect. (c) Each Loan Party and its Subsidiaries owns, or is licensed to use, all material Intellectual Property that is necessary to its business as currently conducted and the use thereof by the Loan Parties and its Subsidiaries does not infringe in any material respect upon the rights of any other Person, and the Loan Parties’ rights thereto are not subject to any licensing agreement or similar arrangement other than licenses in the ordinary course of business.

Title to Properties; Possession Under Leases. (a) Each of Holdings, the Borrower and the Material Subsidiaries has good and marketable title in valid record fee simple or equivalent title (insurable at ordinary rates) to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and (including all Mortgaged Properties), except where the failure to have such title would could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens expressly permitted by Section 6.08 or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Each of Holdings, the Borrower and each of the Material Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have a Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would could not reasonably be expected to have a Material Adverse Effect. Each of Holdings, the Borrower and each of the Material Subsidiaries enjoys peaceful and undisturbed possession under all such leases, other than leases in respect of which the failure to enjoy peaceful and undisturbed possession could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower and the Subsidiaries has good and marketable valid title in fee simple or equivalent to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of lawLiens. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower and each None of the Borrower or their Subsidiaries has complied with all material obligations are in default under all any leases to which it is a party, except where the failure to comply for such defaults as would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect, and all such . All of the Borrower’s or Subsidiaries’ leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect. (c) [Intentionally Omitted]. (d) [Intentionally Omitted].

Title to Properties; Possession Under Leases. (a) Each of the Borrower Borrowers and the Subsidiaries has good and marketable title in valid fee simple or equivalent title to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower Each of the Borrowers and each of the Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect. Except as set forth on Schedule 3.07(b), each of the Borrowers and each of the Subsidiaries enjoys peaceful and undisturbed possession under all such leases, other than leases in respect of which the failure to enjoy peaceful and undisturbed possession would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower and the Subsidiaries has good and marketable valid title in fee simple or equivalent to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings (prior to a Qualified IPO) are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower and each of the Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower Agent and the its Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, all its Real Properties and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower Agent owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIA. (b) The Borrower Agent and each of the Subsidiaries has complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, and all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower Loan Parties and the their respective Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, substantially all its Real Properties and has valid title to its personal property properties and assets, in each case, except for Permitted Liens and except for minor defects in title that do not materially interfere in any material respects with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title as would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens expressly permitted by Article VIASection 6.02. (b) The Borrower and each Each of the Loan Parties and their respective Subsidiaries has complied with all material its obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, party and all such leases are in full force and effect, in each case, except leases in respect of which where the failure to comply or to be in full force and or effect would not reasonably be expected to have a Material Adverse Effect. Each of the Loan Parties and their respective Subsidiaries enjoys peaceful and undisturbed possession under all such leases, except for Liens permitted by Section 6.02. [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION.

Title to Properties; Possession Under Leases. (a) Each of the The Borrower and the its Subsidiaries has good and marketable have valid title in fee simple or equivalent to, or easements or valid leasehold interests in, or easements or other limited property interests in, all its Real Properties (including all Mortgaged Properties) and has valid title to its personal property and assets, in each case, except for Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation Liens. Schedule 3.07 sets forth a true, complete and correct list of law. The Equity Interests all Mortgaged Properties as of the Borrower owned by Holdings are free and clear of Liens, other than Liens permitted by Article VIAClosingSecond Amendment Effective Date. (b) The As of the ClosingSecond Amendment Effective Date, (i) the Borrower and each of the its Subsidiaries has have complied with all material obligations under all leases to which it is a party, except where the failure to comply would not reasonably be expected to have a Material Adverse Effect, Effect and (ii) all such leases are in full force and effect, except leases in respect of which the failure to be in full force and effect would not reasonably be expected to have a Material Adverse Effect.

Title to Properties; Possession Under Leases. (a) Each of the Borrower Borrowers and the its Subsidiaries has good and marketable title in fee simple or equivalent to, or easements or valid leasehold interests in, or other limited property interests in, all its Real Properties and has valid title to its personal property material properties and assets, in each case, except for Permitted Liens and except for defects in title that do not not, in the aggregate, materially interfere with its ability to the conduct its of the business of the Borrowers and their Subsidiaries taken as currently conducted a whole or to utilize such the use of the properties and assets of the Borrowers and their Subsidiaries taken as a whole for their intended purposes and purposes, except where the failure to have such title or leasehold interests would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect. All such material properties and assets are free and clear of Liens, other than Permitted Liens or Liens arising by operation of law. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens expressly permitted by Article VIASection 6.02. (b) The Each Borrower and each of the its Subsidiaries has complied with all material obligations under all material leases to which it is a party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, party and all such leases are in full force and effect, except leases in respect of which to the extent that the failure to so comply or the failure to be in full force and effect would effect, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Each of the Borrowers and each of its Subsidiaries enjoys peaceful and undisturbed possession under all such material leases, except to the extent that the failure to enjoy such possession could not reasonably be expected to have a Material Adverse Effect.