Owned and Leased Properties. (a) The Company owns no real property.
Owned and Leased Properties. (i) The Company and each of its Subsidiaries has such good and indefeasible title to all owned real property and such good and valid title to, or such valid rights by lease, license, other agreement or to otherwise to use, all other assets and properties (in each case, tangible and intangible) necessary to enable the Company and its Subsidiaries to conduct their businesses as currently conducted and as described in the Company Reports filed with the SEC prior to the date of this Agreement, except, in each case, for defects in title, easements, restrictive covenants and similar encumbrances that are not, individually or in the aggregate, reasonably likely to have a Company Material Adverse Effect or materially interfere with the Company’s and its Subsidiaries’ use of such assets or properties. All assets and properties, other than assets and properties in which the Company and its Subsidiaries have leasehold interests, are free and clear of all Liens, other than, (A) Liens for current Taxes not yet due and payable and (B) Liens that, individually or in the aggregate, are not reasonably likely to materially interfere with the Company’s and its Subsidiaries’ operations of such assets or properties.
Owned and Leased Properties. (a) Title to Properties
Owned and Leased Properties. (a) Section 5.16(a) of the Company Disclosure Schedule sets forth a complete and accurate list of all real property currently owned by the Company or any of its Subsidiaries (the “Owned Real Property”). The Company or one of its Subsidiaries owns the Owned Real Property free and clear of all Liens, except for Permitted Liens which in the aggregate do not in any material respect interfere with the present use of the property subject thereto or affected thereby.
Owned and Leased Properties. The Company has never owned any real property. Section 3.7(a) of the Company Disclosure Letter sets forth a separate list of all real property currently leased, licensed or subleased by the Company or otherwise used or occupied by the Company (the “Real Property”), the name of the lessor, licensor, sublessor, master lessor and/or lessee and the date of the lease, license, sublease or other occupancy right and each amendment thereto. All such current leases are in full force and effect, are valid and effective in accordance with their respective terms, and there is not, under any of such leases, any existing default or event of default (or event which with notice or lapse of time, or both, would constitute a default) by the Company, or, to the Company’s Knowledge, by any other party thereto. The Company currently occupies all of the Real Property for the operation of its business. No parties other than the Company have a right to occupy any material Real Property, except for subleases described in the Company Disclosure Letter pursuant to which third parties have the right to occupy Real Property. The Real Property and the physical assets of the Company are, in all material respects, in good condition and repair and regularly maintained in accordance with standard industry practices and, to the Company’s Knowledge, the Real Property is in compliance, in all materials respects, with Applicable Laws. The Company has performed all of its obligations under any termination agreements pursuant to which it has terminated any leases of real property that are no longer in effect and has no material continuing liability with respect to such terminated real property leases.
Owned and Leased Properties. (a) The Company owns no interest in any real property. Section 2.11 of the Company Disclosure Schedule contains a correct and complete description of all leases, licenses, permits, subleases and occupancy agreements or arrangements, together with any amendments thereto (each a “Real Property Lease” and collectively, the “Real Property Leases”), with respect to real property to which the Company is a party to, bound by or enjoys the benefits of (the “Leased Real Property”), including the address and a description of uses by the Company of the Leased Real Property.
Owned and Leased Properties. (a) Section 3.9(a) of Wilton Disclosure Schedule sets forth a complete and accurate list as of the date of this Agreement of all real property owned by Wilton, except real property acquired through foreclosure of a security interest held by Wilton in such real property (the “Owned Real Property”), which list shall include addresses, acreage (or a reasonable estimation thereof to the extent Wilton does not have a real estate survey for such parcel of real property) and a description of the improvements located thereon. Wilton has good and marketable fee title to all of its Owned Real Property, free and clear of all Liens (other than Permitted Liens).
Owned and Leased Properties. Other than as set out on Schedule 7.1(m), none of the Company Parties (i) owns or is bound by any agreement to own any real property, (ii) leases or is bound by any agreement to lease any real property, (iii) has leased any of its Owned Properties or subleased any of its Leased Properties, or (iv) owns or is bound by any agreement to own or leases or is bound by any agreement to lease, sell, encumber, dispose of or grant any right in respect of the Properties;
Owned and Leased Properties. None of the Subsidiary Entities owns any real property. Schedule 4(d) of the Disclosure Schedule contains a list of all real estate leases to which any of the Subsidiary Entities is a party (the “Leased Properties”). Each of the Subsidiary Entities has a valid leasehold interest in any and all Leased Properties. None of the Subsidiary Entities has received any notice, nor does the Seller have Knowledge, of any default with respect to any of the Leased Properties by any of the Subsidiary Entities or the other parties thereto. None of the Leased Properties are subleased to any third party, and no third party has any option, right of possession or interest of any kind in or to any of the Leased Properties (except for the lessor of any of the Leased Properties as set forth in its lease).
Owned and Leased Properties. (a) Except as set forth in Section 3.9(a) of the Prime Disclosure Schedules, Prime does not and has not owned any real property.
