Common use of Title to Properties Clause in Contracts

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has Subsidiaries have good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestsinterest, mortgagesmortgage, lienslien, encumbrancesencumbrance, equitiesequity, claims and adverse claim or other defectsdefect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryand its Subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary and its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryand its Subsidiaries.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(j) above (or elsewhere in the Disclosure Package and Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryany of its subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected that are material to the Company and its subsidiaries taken as owned in the financial statements referred to in Section 1(p) above (or elsewhere in the Disclosure Package and the Prospectus)a whole, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary that are material to the Company and its subsidiaries taken as a whole are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Registration Statement, the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Registration Statement, the Disclosure Package and the Prospectus), in each case free and clear of any security interestsinterest, mortgagesmortgage, lienslien, encumbrancesencumbrance, equities, claims and adverse claim or other defectsdefect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid legally valid, binding and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryCompany.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has or had as of the date indicated good and marketable title to all of the properties real and personal property and other assets (other than Intellectual Property) reflected as owned in the financial statements referred to in Section 1(p1(j) above (or elsewhere in the Disclosure Package and Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do otherwise disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus or as are not materially and adversely affect the value of such property material and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leasesleases with respect to the Company, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(q) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(m) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has Subsidiaries have good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestsinterest, mortgagesmortgage, lienslien, encumbrancesencumbrance, equitiesequity, claims and adverse claim or other defectsdefect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment equipment, and personal property held under lease by the Company or any subsidiary and its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryand its Subsidiaries.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has Subsidiaries have good and marketable title to all the properties and assets reflected as owned by them in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestsinterest, mortgagesmortgage, lienslien, encumbrancesencumbrance, equitiesequity, claims and adverse claim or other defectsdefect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryany Subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary and its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryany Subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has Subsidiaries have good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestsinterest, mortgagesmortgage, lienslien, encumbrancesencumbrance, equitiesequity, claims and adverse claim or other defectsdefect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary and its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryand its Subsidiaries.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries Subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p2(i) above (or elsewhere in the Disclosure Package Prospectus, and subject to such capitalized leases as may be described or referred to in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarySubsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary Subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has or had as of the date indicated good and marketable title to all of the properties real and tangible personal property and other tangible assets reflected as owned in the financial statements referred to in Section 1(p1(k) above (or elsewhere in the Disclosure Package and Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do otherwise disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus or as are not materially and adversely affect the value of such property material and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and tangible personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leasesleases with respect to the Company, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the ProspectusOffering Memorandum, each of the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(pl(i)(k) above (or elsewhere in the Disclosure Package and the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarysubsidiary and except for (A) the security interests created by the Senior Credit Documents and (B) any other liens or security interests permitted by the Senior Credit Documents. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(r) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable defensible title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p) above (or elsewhere included in the Disclosure Package and the Prospectus)Final Offering Memorandum, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as may be described in the Offering Memorandum or such as do not not, in the aggregate, materially and adversely affect the value of such property and do not not, in the aggregate, materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as may be described in the Offering Memorandum or are not material and do not not, in the aggregate, materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A)(j) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the each Applicable Prospectus, each of the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(k) above (or elsewhere in the Disclosure Package and the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarysubsidiary and except for (A) the security interests created by the Senior Credit Documents and (B) any other liens or security interests permitted by the Senior Credit Documents. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries subsidiary has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A) above (or elsewhere in the Disclosure Package and the Prospectus)i) above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The Except as disclosed in the Prospectus, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the each Applicable Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2 (i) above (or elsewhere in the Disclosure Package and the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has have good and marketable title to all of the properties real and tangible personal property and other tangible assets reflected as owned in the financial statements referred to in Section 1(p1A(j) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do otherwise disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus or as are not materially and adversely affect the value of such property material and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and tangible personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leasesleases with respect to the Company or such subsidiary, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and U.S. Prospectuses, to the ProspectusCompany’s knowledge, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2(m) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as to those that do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages,, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment property and personal property buildings held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment property or personal property buildings by the Company or such subsidiary.

Title to Properties. The Company and each of its subsidiaries own no real property. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable valid title to all the properties of personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2(m) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected owned as owned reported in the financial statements referred to in Section 1(p) 2.7 above (or elsewhere in the Registration Statement, the Pricing Disclosure Package and Package, the Prospectus or any Permitted Free Writing Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the ProspectusOffering Memorandum, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(o) above (or elsewhere in the Disclosure Package and the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Offering Memorandum or such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(m) above hereof (or elsewhere in the Disclosure Package and the ProspectusOffering Circular), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except for (i) liens securing the Senior Secured Credit Facilities and (ii) such liens as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Disclosure Package and the Prospectus, except as such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and Registration Statement (including the Prospectusfinancial statements attached thereto), the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A) above (or elsewhere in the Disclosure Package and the Prospectus)i) above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p‎Section 2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p) above (or elsewhere included in the General Disclosure Package and the Prospectus)Final Offering Memorandum, in each case case, other than in connection with the Company’s Credit Agreement or as may be described in the General Disclosure Package and the Final Offering Memorandum, free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary, including, any such mechanic’s, workmen’s, landlord’s, materialmen’s, maritime or other similar liens incurred by the Company in the ordinary course of business. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A)(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except the security interests created by the Security Agreement and the Pledge Agreement, purchase money security interests that collectively are not material and such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and legally enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has have good and marketable title to all of the properties real property owned by them and assets reflected as valid marketable rights to use all personal property (other than intellectual property, which is the subject of Section 1(t) above) owned in the financial statements referred to in Section 1(p) above (or elsewhere in the Disclosure Package and the Prospectus)by them, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not reasonably be expected, individually or in the aggregate, to materially and adversely affect the value of such property and do not or materially interfere with the use made or proposed to be made of such property by thereof. Except as otherwise disclosed in the Company or such subsidiary. The Registration Statement and the exhibits thereto, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p‎Section 2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be ​ made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed described in the Disclosure Package and the each Applicable Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(i) above (or elsewhere in the Disclosure Package and the each Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the each Applicable Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(i) above (or elsewhere in the Disclosure Package and the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A)(j) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary, and except as otherwise disclosed in the Prospectus or the Registration Statement (including in any exhibit thereto). The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package Time of Sale Prospectus and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(i) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the ,] The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A) (i) above [(or elsewhere in the Disclosure Package and the Prospectus)], in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(j) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property or the security for the Notes and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarysubsidiary and except for liens being released on the First Closing Date or liens permitted pursuant to the Indenture. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any of its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A) (i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as (i) are reflected in the financial statements or elsewhere in the Prospectus or (ii) do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(o) above (or elsewhere in the Disclosure Package and the Prospectus), in each case case, other than in connection with the Company’s revolving credit agreement, free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, each of the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(k) above (or elsewhere in the Disclosure Package and the ProspectusPackage), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryany of its subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryany of its subsidiaries.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(m) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions except as are not material would not, individually or in the aggregate, have a Material Adverse Effect and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and or contemplated by the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A) (j) above and which are material to the respective businesses (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable binding leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(h) above (or elsewhere in the Disclosure Package and the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as set forth in each Applicable Prospectus or as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has have good and marketable title to all of the properties material real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially (i) for security interests under the Credit Facility and adversely affect the value of such property and (ii) those matters that do not materially interfere with the use made or and proposed to be made of such property by the Company or such subsidiaryand any of its subsidiaries. The material real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries subsidiaries, taken as a whole, has good and marketable title to all the material properties and material assets reflected as owned in the financial statements referred to in Section 1(p1(o) above hereof (or elsewhere in the Disclosure Package and the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Offering Memorandum and except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed for properties and assets disposed of in the Disclosure Package and the Prospectusordinary course of business, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A)(j) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarysubsidiary or as otherwise reflected in such financial statements. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p2(k) above (or elsewhere in the Disclosure Package and the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary, except, with respect to Thermo, as disclosed in the Registration Statement and the Prospectus. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package Information and the ProspectusOffering Memorandum, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(n) above (or elsewhere in the Disclosure Package Information and the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the material properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A)(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The material real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p1(A)(i) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except the pledge of stock of AFS Funding Corp. to Financial Security Assurance disclosed in the Prospectus, or such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(p) 2.7 above (or elsewhere in the Registration Statement, the Pricing Disclosure Package and Package, the Prospectus or any Permitted Free Writing Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries Subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p) above by it (or elsewhere in the Disclosure Package and the Prospectusincluding, without limitation, all Intellectual Property Rights), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as disclosed in writing by the Company to the Purchasers prior to the Closing Date or as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarySubsidiary. The To the Company’s knowledge, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary Subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p‎Section 2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries Material Subsidiaries has good and marketable title to all the properties property and other assets reflected as owned in the financial statements referred to Financial Statements incorporated by reference in Section 1(p) above (or elsewhere in the Disclosure Package and the each Applicable Prospectus), in each case (except as disclosed in the Applicable Prospectuses) free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except and such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryMaterial Subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary Material Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryMaterial Subsidiaries.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the ProspectusPackage, each of the Company and each of its subsidiaries has good and marketable title to all the properties real and personal and other assets reflected as owned in the financial statements referred to in Section 1(p1(l) above (or elsewhere in the Disclosure Package and the ProspectusPackage), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or currently proposed to be made of such property by the Company or such subsidiaryany of its subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryany of its subsidiaries.

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(p1(i) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except for those provided for in the senior financing arrangements of the Company or its subsidiaries on customary business terms and such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.