Common use of Title to Property Clause in Contracts

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are are, to the Company’s knowledge, in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the General Disclosure Package and defects that the Prospectus or (b) do not, singly or in the aggregate, materially and adversely affect the value of such property and or do not materially interfere with the use made and proposed to be made of such property by the Company or and its Subsidiaries; and all , respectively. All of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all real property owned by them that is material to their business or operations and good title to all of its containers and other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all real property owned by the Company and such subsidiaries, and good title to all other properties owned by the Company and such subsidiaries, respectively, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and or any of its Subsidiaries, considered as one enterprisesubsidiaries, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material owned by them and good title to the business of the Company and its Subsidiaries taken as a wholeall other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (B) do not, singly individually or in the aggregate, materially and adversely affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any such Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which owned by the Company and its Subsidiaries and good title to all other properties owned by them that are material to the business of the Company and its Subsidiaries taken consolidated subsidiaries considered as a wholeone enterprise, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind, except (A) as otherwise stated in the Registration Statement and defects that the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all . All of the leases and subleases material to the business of the Company and its Subsidiaries, Subsidiaries considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to of the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property in any material respect and do not materially interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, which would, singularly or in the aggregate, result in a Material Adverse Change.

Title to Property. Except as set forth in the Registration StatementThe Company, the Pricing Disclosure Package CHS and the Prospectus, the Company and its Subsidiaries their subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material owned by them and good title to the business of the Company and its Subsidiaries taken as a wholeall other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims and defects that claims, restrictions or encumbrances of any kind except such as (a) are described in the Prospectuses or (b) do not, singly or in the aggregate, materially in a manner that would reasonably be expected to result in a Material Adverse Effect, affect the value of such property and do not or interfere with the use made and or proposed to be made of such property by the Company Company, CHS or its Subsidiariesany of their subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariestheir subsidiaries, considered as one enterprise, and under which the Company Company, CHS or any of its Subsidiaries their subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the ProspectusProspectuses, are in full force and effect, and neither none of the Company nor Company, CHS or any Subsidiary of their subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company Company, CHS or any Subsidiary of their subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company Company, CHS or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where the failure to be in full force and effect or such claim would not reasonably be expected to have a Material Adverse Effect.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and each of its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good title to all properties owned by them (excluding for the purposes of this Section (1)(a)(xxiv), Intellectual Property (as set forth defined below)), in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except to the extent that any claim or adverse effect on the Company’s rights thereto would not reasonably be expected to result in a Material Adverse Effect.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (i) are described in the General Disclosure Package and defects that the Prospectus or (ii) do not, singly or in the aggregate, materially and adversely affect the value of such property and or do not materially interfere with the use made and proposed to be made of such property by the Company or and its Subsidiaries; and all , respectively. All of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the General Disclosure Package and defects that the Prospectus or (b) do not, singly or in the aggregate, materially and adversely affect the value of such property and or do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all . All of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of material real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholesubsidiaries and good title to all other material properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind, except (A) as otherwise stated in the Registration Statement and defects that the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such the property of the Company and its subsidiaries in the aggregate and do not interfere with the use made and or proposed to be made of such the property of the Company and its subsidiaries in the aggregate by the Company or any of its Subsidiaries; and all subsidiaries. All of the leases and subleases material to the business of the Company and its Subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to such subsidiary of the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind, except (A) as otherwise stated in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all . All of the leases and subleases material to the business of the Company and its Subsidiaries, Subsidiaries considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to of the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good title to all properties owned by them (excluding for the purposes of this Section (1)(a)(xxii), Intellectual Property (as set forth defined below)), in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except to the extent that any claim or adverse effect on the Company’s rights thereto would not reasonably be expected to result in a Material Adverse Effect.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, to the Company’s knowledge, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered taken as one enterprisea whole, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are are, to the Company’s knowledge, in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are owned by them and good title to all other properties owned by them that is material to the business of the Company and its Subsidiaries taken as a wholesubsidiaries, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the Disclosure Package and defects that the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries subsidiaries have good and marketable indefeasible title in fee simple to, or have valid rights to lease or otherwise use, all items of material real or personal property which are owned by them and good title to all other material to the business of the Company and its Subsidiaries taken as a wholeproperties owned by them, in each case free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (B) do not, singly or in the aggregate, materially and adversely affect the value of such property and do not materially and adversely interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material owned by them and good title to the business of the Company and its Subsidiaries taken as a wholeall other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (B) are not material and do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any such Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which owned by the Company and its Subsidiaries and good title to all other properties owned by them that are material to the business of the Company and its Subsidiaries taken as a wholeCompany, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims and defects that claims, restrictions or encumbrances of any kind except such as (i) are described in the Prospectus, (ii) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its SubsidiariesSubsidiaries or (iii) would not reasonably be expected to have a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package The Company has good and the Prospectus, marketable title to all real property owned by the Company and its Subsidiaries have and good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a wholeother properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the General Disclosure Package and defects that the Prospectus or (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases to which the Company or any of its Subsidiaries is a party and that are material to the business of the Company and its Subsidiaries, considered as one enterprise, and or under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all material real property owned by the Company and its subsidiaries and good title to all other material properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind, except (A) as set forth otherwise stated in the Registration Statement, the Pricing Prospectus and the Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property (B) those which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and or proposed to be made of such property by the Company or any of its Subsidiaries; and all subsidiaries. All of the leases and subleases material to the business of the Company and its Subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Prospectus or the Disclosure Package and the ProspectusPackage, are in full force and effect, and neither the Company nor any Subsidiary of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good title to all properties owned by them (excluding for the purposes of this Section (1)(a)(xxv), Intellectual Property (as set forth defined below)), in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except to the extent that any claim or adverse effect on the Company’s rights thereto would not reasonably be expected to result in a Material Adverse Effect.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of the Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of the Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and the Group Entities have good and marketable title or land use rights to all real property owned by the Company and the Group Entities and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (a) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all any of the Group Entities. All of the leases and subleases material to the business of the Company and its Subsidiariesthe Group Entities, considered as one enterpriseindividually or in the aggregate, and under which the Company or any of its Subsidiaries the Group Entities holds properties are in full force and effect except as described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither . Neither the Company nor any Subsidiary Group Entity has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary Group Entity under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such Group Entity to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which owned by them and good title to all other properties owned by them that are material to the business of the Company and its Subsidiaries taken as a wholeCompany, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any such Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholesubsidiaries and good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims and defects that claims, restrictions or encumbrances of any kind except such as (a) are described in the Registration Statement, the General Disclosure Package, any preliminary prospectus and/or the Prospectus or (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (a) are described in the Prospectuses or as set forth in the Registration StatementNew Bank Credit Agreement or the Other Secured Agreements, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries or (c) would not have a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the ProspectusProspectuses, are in full force and effect, ; and neither the Company nor any Subsidiary subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease except for such claims as would not singly or in the aggregate result in a Material Adverse Effect.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package The Company and the Prospectus, its Subsidiaries have ----------------- good and marketable title to all real property owned by the Company and its Subsidiaries have and good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a wholeother properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the Prospectuses or either Combination Agreement (including the exhibits and defects that schedules thereto) or (b) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds material properties described in the Registration Statement, the Pricing Disclosure Package and the ProspectusProspectuses, are in full force and effect, and neither the Company nor any Subsidiary has received any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the material leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the material leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other material properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind, except (a) as set forth otherwise stated in the Registration Statement, the Pricing Prospectus and the Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property (b) those which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all subsidiaries. All of the leases and subleases material to the business of the Company and its Subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Prospectus or the Disclosure Package and the ProspectusPackage, are in full force and effect, and neither the Company nor any Subsidiary of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all real property owned by them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially and adversely affect the value of such property property, taken as a whole, and do not materially interfere with the use made and proposed to be made of such property property, taken as a whole, by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholeand good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (a) are described in the Registration Statement, the General Disclosure Package and defects that the Prospectus or (b) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package The Company and the Prospectus, Subsidiary do not own any real property. Each of the Company and its Subsidiaries have the Subsidiary has good and marketable title in fee simple totitle, or have has valid rights to lease or otherwise use, use all items of real or personal property owned by them which are material to the business of the Company and its Subsidiaries taken as a whole, the Subsidiary in each case free and clear of all liens, encumbrances, security interests, claims and defects that (i) are described in the General Disclosure Package and the Final Prospectus, or (ii) do not, singly singularly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or its Subsidiariesthe Subsidiary; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprisethe Subsidiary, and under which the Company or any of its Subsidiaries the Subsidiary holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Final Prospectus, are in full force and effect, and, except as described in the General Disclosure Package and neither the Final Prospectus, the Company nor any Subsidiary has not received any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any the Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any the Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple toto all real property owned by them and good title to all other properties owned by them (excluding, or have valid rights to lease or otherwise usefor the purposes of this Section 3(t), all items of real or personal property which are material to the business of the Company and its Subsidiaries taken Intellectual Property Rights as a wholedefined below), in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims claims, restrictions or encumbrances of any kind except such as (i) are described in the Registration Statement and defects that the Prospectus or (ii) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and Statement or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except to the extent that any claim or adverse effect on the Company's rights thereto would not reasonably be expected to result in a Material Adverse Effect.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package The Company and the Prospectus, the Company and its Subsidiaries Subsidiary have good and marketable title to all real property owned by them and good title to all other properties owned by them (excluding, for the purpose of this Section 1(a)(xxiv), Intellectual Property (as defined below), which is addressed below in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a wholeSection 1(a)(xxv)), in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims and defects that claims, restrictions or encumbrances of any kind except such as do not, singly individually or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or its Subsidiariesthe Subsidiary; and all of the leases and subleases material to the business of the Company and its Subsidiariesthe Subsidiary, considered as one enterprise, and under which the Company or any of its Subsidiaries the Subsidiary holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any the Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any the Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any the Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its Subsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary to the continued possession or use of the leased or subleased premises properties under any such lease or sublease.

Title to Property. Except Upon consummation of the Separation, the Company and its subsidiaries will have good and marketable title to all material real property owned by them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of owned by the Company and its Subsidiaries taken as a wholesubsidiaries and good title to all other properties owned by them, in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims and defects that do notclaims, singly restrictions or encumbrances of any kind, except (A) as otherwise stated in the aggregate, Registration Statement and the Prospectus or (B) those which do not materially affect the value of such the property of the Company or of its subsidiaries in the aggregate and do not interfere with the use made and proposed to be made of such the property of the Company or of its Subsidiairies in the aggregate, by the Company or any of its Subsidiaries; and all subsidiaries. All of the leases and subleases material to the business of the Company and its Subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease except where the failure of such leases and subleases to be in full force and effect of such claim, if the subject of an unfavorable decision, ruling or finding, would, singly or in the aggregate, result in a Material Adverse Effect.

Title to Property. Except The Company and its subsidiaries have good and marketable title to all real property (excluding Intellectual Property) owned by them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that (B) do not, singly or in the aggregate, materially adversely affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except to the extent any such failure to be in full force and effect or any such claim or adverse effect on the Company’s rights would not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. Except The Company and its subsidiaries have good and marketable title to any real property owned by them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as set forth (A) are described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, the Company and its Subsidiaries have good and marketable title in fee simple to, Prospectus or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do (B) would not, singly or in the aggregate, reasonably be expected to materially adversely affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its Subsidiariessubsidiaries; and all of the leases and subleases material to the business of the Company and its Subsidiariessubsidiaries, considered as one enterprise, and under which the Company or any of its Subsidiaries subsidiaries holds properties described in the Registration Statement, the Pricing General Disclosure Package and Package, the Prospectus or the Danish Prospectus, are in full force and effect, and neither the Company nor any Subsidiary such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in Schedule 2.39, the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its Subsidiaries Subsidiary have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries Subsidiary taken as a whole, in each case free and clear of all liens, encumbrances, security interests, claims and defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or its SubsidiariesSubsidiary; and all of the leases and subleases material to the business of the Company and its SubsidiariesSubsidiary, considered as one enterprise, and under which the Company or any of its Subsidiaries Subsidiary holds properties described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, are are, to the Company’s knowledge, in full force and effect, and neither the Company nor any Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.

Title to Property. Except as set forth in the Registration Statement, the Pricing Disclosure Package The Company and the Prospectus, the Company and its Subsidiaries Subsidiary have good and marketable title to all real property owned by them and good title to all other properties owned by them (excluding, for the purpose of this Section 1(a)(xxv), Intellectual Property (as defined below), which is addressed below in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property which are material to the business of the Company and its Subsidiaries taken as a wholeSection 1(a)(xxvi)), in each case case, free and clear of all mortgages, pledges, liens, encumbrances, security interests, claims and defects that claims, restrictions or encumbrances of any kind except such as do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or its Subsidiariesthe Subsidiary; and all of the leases and subleases material to the business of the Company and its Subsidiariesthe Subsidiary, considered as one enterprise, and under which the Company or any of its Subsidiaries the Subsidiary holds properties described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any the Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any the Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any the Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease.