Tower Leases; Material Contracts Clause Samples

Tower Leases; Material Contracts. (a) Schedule 3.8 of the Seller’s Disclosure Schedules sets forth an accurate list of each Assumed Contract included in the Purchased Assets that, to Seller’s Knowledge, exists as of the date hereof and (i) is a User Master Lease Agreement or is a User Site Lease Agreement with respect to the Designated Towers, or (ii) pursuant to which Seller is entitled to be paid in excess of US$1,000,000 in connection with the Purchased Assets for the year ending December 31, 2010. (b) Except as disclosed in Schedule 3.8 and except as would not reasonably be expected to have, individually or in the aggregate, a Seller Material Adverse Effect, (i) Seller has not given or received any written notice that seeks to terminate due to, or claim, a violation or breach of any Assumed Contract set forth in Schedule 3.8 of the Seller’s Disclosure Schedules that has not been waived or remedied and (ii) Seller is not in violation or breach of any of the terms, conditions or provisions of any such Assumed Contract.