Common use of Leased Personal Property Clause in Contracts

Leased Personal Property. Empower has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c), Empower is not a party to any Lease for personal property involving annual payments in excess of $25,000. With respect to each Lease listed on Schedule 3.9(c), (i) there has been no material default under any such Lease by Empower or, to the knowledge of Empower, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause a material default under any such Lease, (iii) such Lease is a valid and binding obligation of Empower, is in full force and effect with respect to Empower, and is enforceable against Empower, in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empower, and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower without the consent of Empower under any such Lease that is material to Empower, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower and (vi) Empower has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Leased Personal Property. Empower RedChip has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c), Empower is not a party to any Lease ) sets forth all Leases for personal property involving annual payments in excess of $25,00015,000, true and correct copies of which have been delivered or made available to FRT. With respect to each Lease listed on Schedule 3.9(c), (i) there has been no material default under any such Lease by Empower RedChip or, to the knowledge of EmpowerRedChip, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Lease, (iii) such Lease is a valid and binding obligation of Empowerthe applicable lessor, is in full force and effect with respect to Empower, and is enforceable against Empower, by RedChip in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empower, RedChip and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower by RedChip without the consent of Empower RedChip under any such Lease that is material to EmpowerRedChip, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower RedChip and (vi) Empower RedChip has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Leased Personal Property. Empower Except as disclosed in Schedule 3.8, each of the Azimuth Companies has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c), Empower None of the Azimuth Companies is not a party to any Lease lease for personal property involving annual payments in excess of $US$25,000. With respect to each Lease lease listed on Schedule 3.9(c)3.8, (i) there has been no material default under any such Lease lease by Empower any of the Azimuth Companies or, to the knowledge of Empowerany of the Azimuth Companies or any of the Azimuth Shareholders, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause a material default under any such Leaselease, (iii) such Lease lease is a valid and binding obligation of Empowerthe applicable Azimuth Company which is a party thereto, is in full force and effect with respect to Empowerthe applicable Azimuth Company, and is enforceable against Empowerthe applicable Azimuth Company, in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance reorganization or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empowerany of the Azimuth Companies, and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower any of the Azimuth Companies without the consent of Empower any of the Azimuth Companies, under any such Lease lease that is material to Empowerany of the Azimuth Companies, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease lease that is material to Empower any of the Azimuth Companies and (vi) Empower none of the Azimuth Companies has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Leased Personal Property. Empower has good and valid leasehold title Subject to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination agreements of the lease therefor by the lessor. Except as Stockholders set forth in Section 5.7 hereof, Schedule 3.9(c), Empower ) lists all personal property which is leased by DCS. DCS is not a party to any Lease for personal property involving annual payments in excess of $25,000. With respect to each Lease listed on Schedule 3.9(c), (i) there has been no material default Default under any such Lease by Empower DCS or, to the knowledge of Empower, DCS by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause a material default Default under any such Lease, (iii) such Lease is a valid and binding obligation of Empower, DCS is in full force and effect with respect to Empower, DCS and is enforceable against Empower, DCS in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empower, DCS and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower DCS without the consent of Empower DCS under any such Lease that is material to Empower, DCS (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower DCS and (vi) Empower subject to the agreements of the Stockholders set forth in Section 5.7 hereof, DCS has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Leased Personal Property. Empower Section 3.5(c) of the Seller Disclosure Schedule sets forth all Leases for personal property involving annual payments in excess of $5,000, true and correct copies of which have been delivered or made available to Buyer. Each Seller has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c), Empower is not a party to any Lease for personal property involving annual payments in excess of $25,000Encumbrances. With respect to each Lease listed on Schedule 3.9(c)in Section 3.5(c) of the Seller Disclosure Schedule, (i) there has been no material default Default under any such Lease by Empower any Seller, or, to the knowledge of Empowerany Seller's knowledge, by any other partyPerson, (ii) the execution, delivery and performance of this Agreement and the Ancillary Noncompete Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default Default under any such Lease, (iii) to each Seller's knowledge, such Lease is a valid and binding obligation of Empowerthe lessor, is in full force and effect with respect to Empower, and is enforceable against Empower, by the applicable Seller in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empowerany Seller and, and to each Seller's knowledge, no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower by such Seller without the applicable Seller's consent of Empower under any such Lease that is material to EmpowerLease, (v) no party Person has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower and (vi) Empower no Seller has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased personal property subject thereto (or any portion thereof).

Leased Personal Property. Empower Subject to the terms and conditions of the Leases for the Leased Real Property, each of the Xxxxx Entities has good and valid leasehold title to all of such Fixtures and Equipment, vehicles Equipment and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set SCHEDULE 3.11(b) sets forth in Schedule 3.9(c), Empower is not a party all Leases pursuant to which any Lease for of the Xxxxx Entities leases any Fixtures and Equipment or other tangible personal property involving annual payments in excess of $25,000250,000, true and correct copies of which have been made available to Buyer and, in each case, includes a general description of the leased items, term, annual rent and renewal options, as applicable. With respect to each such Lease listed on Schedule 3.9(c), (i) there has been no material default under any such Lease by Empower the Xxxxx Entity which is a party thereto or, to the knowledge of EmpowerSellers, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause a material default under any such Lease, (iii) such Lease is a valid and binding obligation of Empowerthe Xxxxx Entity which is a party thereto, is in full force and effect with respect to Empower, such entity and is enforceable against Empower, such entity in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) by general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empowerthe Xxxxx Entity which is a party to such Lease and, and to the knowledge of Sellers, no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower the Xxxxx Entity which is a party to such lease, without the consent of Empower its consent, under any such Lease that is material to Empowerthe Xxxxx Entity which is a party to such Lease, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower the Xxxxx Entity which is a party to such Lease, and (vi) Empower the Xxxxx Entity which is a party to such Lease has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Leased Personal Property. Empower Except as set forth on Schedule 3.9(c), the Company and each Subsidiary of the Company has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c), Empower is not a party to any Lease ) sets forth all Leases for personal property involving annual payments in excess of $25,00040,000, true and complete copies of which have been delivered or made available to Parent. With respect to each Lease lease listed on Schedule 3.9(c), (i) there has been is no material default under any such Lease lease by Empower the Company or its Subsidiaries or, to the knowledge of Empowerthe Company, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Leaselease, (iii) such Lease lease is a valid and binding obligation of Empowerthe applicable lessor, is in full force and effect with respect to Empower, and is enforceable against Empower, by the Company or its Subsidiaries in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empower, the Company or its Subsidiaries and no event has occurred and is continuing which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower by the Company or its Subsidiaries without the consent of Empower the Company or its Subsidiaries under any such Lease that is material to Empowerthe Company or any Subsidiary of the Company, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower and the Company or any Subsidiary of the Company, (vi) Empower neither the Company nor any Subsidiary of the Company has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein in any such Lease or in any leased property subject thereto (or any portion thereof)) except in connection with a Permitted Encumbrance and (vii) all payments required to be made by the Company or any of its Subsidiaries have been paid and neither the Company nor any Subsidiary is otherwise in default of any material obligations under any of such Leases.

Leased Personal Property. Empower The Company has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set SCHEDULE 3.9(c) sets forth in Schedule 3.9(c), Empower is not a party to any Lease all Leases for personal property involving annual payments in excess of $25,00040,000, true and correct copies of which have been delivered or made available to Parent. With respect to each Lease listed on Schedule SCHEDULE 3.9(c), (i) there has been no material default under any such Lease by Empower the Company or, to the knowledge of Empowerthe Company, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Lease, (iii) such Lease is a valid and binding obligation of Empowerthe applicable lessor, is in full force and effect with respect to Empower, and is enforceable against Empower, by the Company in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empower, the Company and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower by the Company without the consent of Empower the Company under any such Lease that is material to Empowerthe Company, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower the Company and (vi) Empower the Company has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Leased Personal Property. Empower Except as set forth on Schedule 3.9(c), the Company has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c), Empower is not a party to any Lease ) sets forth all Leases for personal property involving annual payments in excess of $25,0005,000, true and complete copies of which have been delivered to Parent. With respect to each Lease lease listed on Schedule 3.9(c), except as set forth on Schedule 3.9(c), (i) there has been is no material default under any such Lease lease by Empower the Company or, to the knowledge of Empowerthe Company, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Leaselease, (iii) such Lease lease is a valid and binding obligation of Empowerthe applicable lessor, is in full force and effect with respect to Empower, and is enforceable against Empower, by the Company in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by Empower, the Company and no event has occurred and is continuing which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than Empower by the Company without the consent of Empower the Company under any such Lease that is material to Empowerthe Company, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to Empower and the Company, (vi) Empower the Company has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein in any such Lease or in any leased property subject thereto (or any portion thereof)) except in connection with a Permitted Encumbrance and (vii) all payments required to be made by the Company have been paid and the Company is not otherwise in default of any material obligations under any of such Leases.