Common use of Titles, etc Clause in Contracts

Titles, etc. (a) Except as set out in Schedule 7.10, each of the Borrower, the Guarantors and the Restricted Subsidiaries has good and defensible title to its material (individually or in the aggregate) Properties, free and clear of all Liens, except Liens permitted by Section 9.02. (b) All leases and agreements necessary for the conduct of the business of the Borrower, the Guarantors and the Restricted Subsidiaries are valid and subsisting, in full force and effect, except as could not reasonably be expected to have a Material Adverse Effect, and there exists no default or event or circumstance which with the giving of notice or the passage of time or both would give rise to a default under any such lease or leases, which would affect in any material respect the conduct of the business of the Borrower, the Guarantors or the Restricted Subsidiaries. (c) The rights, Properties and other assets presently owned, leased or licensed by the Borrower, the Guarantors and the Restricted Subsidiaries including, without limitation, all easements and rights of way, include all rights, Properties and other assets necessary to permit the Borrower, each Guarantor and each Restricted Subsidiary to conduct its business in all material respects in the same manner as its business has been conducted prior to the date hereof. (d) All of the assets and Properties of the Borrower, the Guarantors and the Restricted Subsidiaries that are reasonably necessary for the operation of their business are in all material respects in good working condition and are maintained in accordance with prudent business standards.

Titles, etc. (a) Except as set out in Schedule 7.10, each of the Borrower, the Guarantors Borrower and the Restricted Subsidiaries has good and defensible title to its material (individually or in the aggregate) Properties, free and clear of all Liens, except Liens permitted by Section 9.02. (b) All leases and agreements necessary for the conduct of the business of the Borrower, the Guarantors Borrower and the Restricted Subsidiaries are valid and subsisting, in full force and effect, except as could not reasonably be expected to have a Material Adverse Effect, and there exists no default or event or circumstance which with the giving of notice or the passage of time or both would give rise to a default under any such lease or leases, which would affect in any material respect the conduct of the business of the Borrower, the Guarantors Borrower or the Restricted Subsidiaries. (c) The rights, Properties and other assets presently owned, leased or licensed by the Borrower, the Guarantors Borrower and the Restricted Subsidiaries including, without limitation, all easements and rights of way, include all rights, Properties and other assets necessary to permit the Borrower, each Guarantor Borrower and each Restricted Subsidiary to conduct its business in all material respects in the same manner as its business has been conducted prior to the date hereof. (d) All of the assets and Properties of the Borrower, the Guarantors Borrower and the Restricted Subsidiaries that are reasonably necessary for the operation of their business are in all material respects in good working condition and are maintained in accordance with prudent business standards.

Titles, etc. (a) Except as set out in Schedule 7.10, each of the Borrower, the Guarantors and the Restricted Subsidiaries Affiliates has good and defensible title to its material (individually or in the aggregate) Properties, free and clear of all Liens, except Liens permitted by Section 9.02. (b) All leases and agreements necessary for the conduct of the business of the Borrower, the Guarantors and the Restricted Subsidiaries Affiliates are valid and subsisting, in full force and effect, except as could not reasonably be expected to have a Material Adverse Effect, and there exists no default or event or circumstance which with the giving of notice or the passage of time or both would give rise to a default under any such lease or leases, which would affect in any material respect the conduct of the business of the Borrower, the Guarantors or the Restricted SubsidiariesAffiliates. (c) The rights, Properties and other assets presently owned, leased or licensed by the Borrower, the Guarantors and the Restricted Subsidiaries Affiliates including, without limitation, all easements and rights of way, include all rights, Properties and other assets necessary to permit the Borrower, each Guarantor and each Restricted Subsidiary Affiliates to conduct its business in all material respects in the same manner as its business has been conducted prior to the date hereofClosing Date. (d) All of the assets and Properties of the Borrower, the Guarantors and the Restricted Subsidiaries that Affiliates which are reasonably necessary for the operation of their business are in all material respects in good working condition and are maintained in accordance with prudent business standards.

Titles, etc. Except as set forth in Schedule 7.10: (a) Except as set out in Schedule 7.10, each Each of the Borrower, the Guarantors Borrower and the Restricted its Subsidiaries has good and defensible title to its material (individually or in the aggregate) Properties, free and clear of all Liens, except Liens permitted by Section 9.02. Material Property held by the Borrower or its Subsidiaries under leases or similar arrangements are listed in item 2 of Schedule 7.10. (b) All material leases and agreements necessary for the conduct of the business of the Borrower, the Guarantors Borrower and the Restricted its Subsidiaries are valid and subsisting, in full force and effect, except as could not reasonably be expected to have a Material Adverse Effect, effect and there exists no default or event or circumstance which with the giving of notice or the passage of time or both would give rise to a default under any such lease or leases, which would affect could reasonably be expected to result in any material respect the conduct of the business of the Borrower, the Guarantors or the Restricted Subsidiariesa Material Adverse Effect. (c) The rights, Properties and other assets presently owned, leased or licensed by the Borrower, the Guarantors Borrower and the Restricted its Subsidiaries including, without limitation, all easements and rights of way, include all rights, Properties and other assets necessary to permit the Borrower, each Guarantor Borrower and each Restricted Subsidiary its Subsidiaries to conduct its their business in all material respects in the same manner as its business has been conducted prior to the date hereofClosing Date. (d) All of the assets and Properties of the Borrower, the Guarantors Borrower and the Restricted its Subsidiaries that which are reasonably necessary for material to the operation of their its business are in all material respects in good working condition condition, ordinary wear and tear excepted, and are maintained in accordance with prudent business standards.