Common use of Real Estate Leases Clause in Contracts

Real Estate Leases. Schedule 6.11 sets forth, as of the Closing Date, a correct and complete list of all Real Estate owned by the Borrower and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by the Borrower as lessee or sublessee, and all leases and subleases of real property held by the Borrower as lessor, or sublessor. Each of such leases and subleases is valid and enforceable in accordance with its terms and is in full force and effect, and no default by any party to any such lease or sublease exists, in each case other than such as could not reasonably be expected to have a Material Adverse Effect. The Borrower has good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Borrower, or valid leasehold interests in all Real Estate designated therein as “leased” by the Borrower and the Borrower has good, indefeasible, and merchantable title to all of its other property reflected on the June 26, 2005 Financial Statements delivered to the Agent and the Lenders, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens. Following the Approved Restructuring, the revised Schedule 6.11 delivered to Agent by Parent shall set forth, as of the closing date of the Approved Restructuring, a correct and complete list of all Real Estate owned by Parent and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by Parent or the Borrower as lessee or sublessee, and all leases and subleases of real property held by Parent and the Borrower as lessor, or sublessor. Following the Approved Restructuring, Parent shall have good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Parent, or valid leasehold interests in all Real Estate designated therein as “leased” by Parent and Parent will have good, indefeasible, and merchantable title to all of its other property reflected on the Financial Statements delivered to the Agent and the Lenders on or about the closing date of the Approved Restructuring, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens.

Real Estate Leases. Schedule 6.11 sets forthWith respect to the Real Estate Leases, as of on and after the Closing Date, a correct and complete list of all (i) each Real Estate owned by the Borrower and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by the Borrower as lessee or sublessee, and all leases and subleases of real property held by the Borrower as lessor, or sublessor. Each of such leases and subleases Lease is valid and enforceable in accordance with its terms and is in full force and effect, and the Borrower is the lessee under each Real Estate Lease and is in possession of all of the premises demised by each Real Estate Lease; (ii) none of the Real Estate Leases has been amended, modified, or supplemented except by written instrument which has heretofore been delivered to the Tranche B Lender or the Agents and except as may be expressly permitted herein after the Closing Date; (iii) except as has heretofore been disclosed in writing to the Tranche B Lender, the Borrower has no knowledge as of the date hereof or as of the Closing Date of any failure, breach, default, or event of default by the lessor under any party of the Real Estate Leases in the performance of any of its material obligations under such Real Estate Lease which such failure, breach, default, or event of default has resulted or which in the reasonable judgment of the Tranche B Lender would be expected to result in any material adverse effect upon any of the Borrower's leasehold interests under any such Real Estate Lease or the value of any such interest; (iv) except with respect to any defaults of the types referred to in Section 365(e)(1) of the Bankruptcy Code existing as of the Closing Date, there is no existing breach, default, or event of default on the part of the Borrower under any of the Real Estate Leases which would (A) result in the lessor under any Real Estate Lease having the right: (x) to terminate or cancel any such lease Real Estate Lease; or sublease exists(y) to accelerate the Borrower's monetary obligations thereunder; or (B) in the reasonable judgment of the Tranche B Lender be expected to result in any material adverse effect upon any of the Borrower's leasehold interests under any such Real Estate Lease or the value of any such interest; (v) the Borrower has not assigned, transferred, pledged, mortgaged, or otherwise hypothecated any of the Real Estate Leases or any interest therein, other than to the Collateral Agent and to any holders of Permitted Liens therein; (vi) except for licenses and subleases listed on SCHEDULE 3.18 attached hereto and except for licenses to licensees of merchandise departments in its retail stores, the Borrower has not sublet or licensed any of the premises demised under any of the Real Estate Leases; and (vii) as of the date hereof and as of the Effective Date, there has been no eminent domain proceeding, fire or casualty or other event not constituting a failure to perform, breach, default, or event of default by the Borrower or the lessor under any Real Estate Lease which, either presently or with the passage of time or giving of notice, or both, in each case other than such as could not reasonably be expected to have a Material Adverse Effect. The Borrower has good and marketable title in fee simple to case, would entitle the lessor under any Real Estate identified on Schedule 6.11 as owned by the Borrower, Lease to terminate or valid leasehold interests in all cancel such Real Estate designated therein as “leased” by the Borrower and the Borrower has good, indefeasible, and merchantable title to all of its other property reflected on the June 26, 2005 Financial Statements delivered to the Agent and the Lenders, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens. Following the Approved Restructuring, the revised Schedule 6.11 delivered to Agent by Parent shall set forth, as of the closing date of the Approved Restructuring, a correct and complete list of all Real Estate owned by Parent and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by Parent or the Borrower as lessee or sublessee, and all leases and subleases of real property held by Parent and the Borrower as lessor, or sublessor. Following the Approved Restructuring, Parent shall have good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Parent, or valid leasehold interests in all Real Estate designated therein as “leased” by Parent and Parent will have good, indefeasible, and merchantable title to all of its other property reflected on the Financial Statements delivered to the Agent and the Lenders on or about the closing date of the Approved Restructuring, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted LiensLease.

Real Estate Leases. Schedule 6.11 sets forth, as As of the Closing Date, Schedule 7.10 sets forth a correct and complete list of all Real Estate owned by the Borrower and all Real Estate owned by any of its Subsidiarieseach Obligated Party, all leases and subleases of real or personal property held by the Borrower each Obligated Party as lessee or sublesseesublessee (other than leases of personal property as to which such Obligated Party is lessee or sublessee for which the value of such personal property under any such lease in the aggregate is less than $10,000, and Re-Rental Leases) and all leases and subleases of real or personal property held by the Borrower each Obligated Party as lessor, lessor or sublessor. Each of such leases material lease and subleases sublease between an Obligated Party and DFA LLC is valid and enforceable in accordance with its terms and is in full force and effect, and no default by any party to any such lease or sublease exists. All other leases and subleases of the Obligated Parties are in full force and effect, in each case other than and no default by any party to any such as could lease or sublease exists, except if the result thereof would not reasonably be expected to have a Material Adverse Effect; provided that, as of the Closing Date, each lease and sublease set forth on Schedule 7.10 is valid and enforceable in accordance with its terms and is in full force and effect, and no default by any party to any such lease or sublease exists. The Borrower Each Obligated Party has good and marketable indefeasible title in fee simple to the Real Estate identified on in Schedule 6.11 7.10 as owned “owned” by the Borrowersuch Obligated Party, or valid leasehold interests in all Real Estate designated therein identified in Schedule 7.10 as “leased” by the Borrower such Obligated Party, and the Borrower each Obligated Party has good, indefeasible, and merchantable title to all of its other property reflected on the June 26November 30, 2005 2009 Financial Statements of Xxxxx and its Subsidiaries delivered to the Agent Agents and the Lenders, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens. Following the Approved Restructuring, the revised Schedule 6.11 delivered to Agent by Parent shall set forth, as of the closing date of the Approved Restructuring, a correct and complete list of all Real Estate owned by Parent and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by Parent or the Borrower as lessee or sublessee, and all leases and subleases of real property held by Parent and the Borrower as lessor, or sublessor. Following the Approved Restructuring, Parent shall have good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Parent, or valid leasehold interests in all Real Estate designated therein as “leased” by Parent and Parent will have good, indefeasible, and merchantable title to all of its other property reflected on the Financial Statements delivered to the Agent and the Lenders on or about the closing date of the Approved Restructuring, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens.

Real Estate Leases. Schedule 6.11 sets forth, as of the Closing First Amendment and Restatement Date, a correct and complete list of all Real Estate owned in fee simple by the Borrower and all Real Estate owned by Fleetwood or any of its Subsidiaries, all leases and subleases of real or personal property held by the Borrower Fleetwood or any of its Subsidiaries as lessee or sublesseesublessee (other than leases of personal property as to which Fleetwood or any of its Subsidiaries is lessee or sublessee for which the value of such personal property covered by such lease in the aggregate is less than $500,000), and all leases and subleases of real or personal property held by the Borrower Fleetwood or any of its Subsidiaries as lessor, or sublessor. Each of such leases and subleases is valid and enforceable in accordance with its terms and is in full force and effect, and to the knowledge of Fleetwood and the Borrowers no material default by any party to any such lease or sublease exists, in each case other than such as could not reasonably be expected to . Fleetwood and its Subsidiaries have a Material Adverse Effect. The Borrower has good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 to the Existing Credit Agreement, as amended prior to the Closing Date, as owned by the BorrowerFleetwood or any of its Subsidiaries, or valid leasehold interests in all Real Estate designated therein as “leased” by the Borrower Fleetwood or any of its Subsidiaries and the Borrower has Fleetwood and its Subsidiaries have good, indefeasible, and merchantable title to all of its other property reflected on the June 26, 2005 most recent Financial Statements delivered to the Agent and the Lenders, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens. Following the Approved Restructuring, the revised Schedule 6.11 delivered to Agent or as otherwise permitted by Parent shall set forth, as of the closing date of the Approved Restructuring, a correct and complete list of all Real Estate owned by Parent and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by Parent or the Borrower as lessee or sublessee, and all leases and subleases of real property held by Parent and the Borrower as lessor, or sublessor. Following the Approved Restructuring, Parent shall have good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Parent, or valid leasehold interests in all Real Estate designated therein as “leased” by Parent and Parent will have good, indefeasible, and merchantable title to all of its other property reflected on the Financial Statements delivered to the Agent and the Lenders on or about the closing date of the Approved Restructuring, except as disposed of in the ordinary course of business Section 7.9 since the date thereof, free of all Liens except Permitted Liens.

Real Estate Leases. Schedule 6.11 sets forth, as of the Closing Date, a correct and complete list of all Real Estate owned in fee simple by the Borrower and all Real Estate owned by Fleetwood or any of its Subsidiaries, all leases and subleases of real or personal property held by the Borrower Fleetwood or any of its Subsidiaries as lessee or sublesseesublessee (other than leases of personal property as to which Fleetwood or any of its Subsidiaries is lessee or sublessee for which the value of such personal property covered by such lease in the aggregate is less than $500,000), and all leases and subleases of real or personal property held by the Borrower Fleetwood or any of its Subsidiaries as lessor, or sublessor. Each of such leases and subleases is valid and enforceable in accordance with its terms and is in full force and effect, and to the knowledge of Fleetwood and the Borrowers no material default by any party to any such lease or sublease exists, in each case other than such as could not reasonably be expected to . Fleetwood and its Subsidiaries have a Material Adverse Effect. The Borrower has good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the BorrowerFleetwood or any of its Subsidiaries, or valid leasehold interests in all Real Estate designated 42 therein as “leased” by the Borrower Fleetwood or any of its Subsidiaries and the Borrower has Fleetwood and its Subsidiaries have good, indefeasible, and merchantable title to all of its other property reflected on the June 26, 2005 most recent Financial Statements delivered to the Agent and the Lenders, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens. Following the Approved Restructuring, the revised Schedule 6.11 delivered to Agent or as otherwise permitted by Parent shall set forth, as of the closing date of the Approved Restructuring, a correct and complete list of all Real Estate owned by Parent and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by Parent or the Borrower as lessee or sublessee, and all leases and subleases of real property held by Parent and the Borrower as lessor, or sublessor. Following the Approved Restructuring, Parent shall have good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Parent, or valid leasehold interests in all Real Estate designated therein as “leased” by Parent and Parent will have good, indefeasible, and merchantable title to all of its other property reflected on the Financial Statements delivered to the Agent and the Lenders on or about the closing date of the Approved Restructuring, except as disposed of in the ordinary course of business Section 7.9 since the date thereof, free of all Liens except Permitted Liens.

Real Estate Leases. Schedule 6.11 sets forth, as As of the Closing Date, Schedule 7.10 sets forth a correct and complete list of all Real Estate owned by the Borrower and all Real Estate owned by any of its Subsidiarieseach Obligated Party, all leases and subleases of real or personal property held by the Borrower each Obligated Party as lessee or sublesseesublessee (other than leases of personal property as to which such Obligated Party is lessee or sublessee for which the value of such personal property under any such lease in the aggregate is less than $10,000, and Re-Rental Leases) and all leases and subleases of real or personal property held by the Borrower each Obligated Party as lessor, lessor or sublessor. Schedule 7.10 also sets forth a correct and complete list, as of the Closing Date, of all inventory and equipment that is subject to the GE Sale and Leaseback Agreement. Each of such leases material lease and subleases sublease between an Obligated Party and DFA LLC is valid and enforceable in accordance with its terms and is in full force and effect, and no default by any party to any such lease or sublease exists. All other leases and subleases of the Obligated Parties are in full force and effect, in each case other than and no default by any party to any such as could lease or sublease exists, except if the result thereof would not reasonably be expected to have a Material Adverse Effect; provided that, as of the Closing Date, each lease and sublease set forth on Schedule 7.10 is valid and enforceable in accordance with its terms and is in full force and effect, and no default by any party to any such lease or sublease exists. The Borrower Each Obligated Party has good and marketable indefeasible title in fee simple to the Real Estate identified on in Schedule 6.11 7.10 as owned “owned” by the Borrowersuch Obligated Party, or valid leasehold interests in all Real Estate designated therein identified in Schedule 7.10 as “leased” by the Borrower such Obligated Party, and the Borrower each Obligated Party has good, indefeasible, and merchantable title to all of its other property reflected on the June 2630, 2005 Financial Statements of Xxxxx and its Subsidiaries delivered to the Agent Agents and the Lenders, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens. Following the Approved Restructuring, the revised Schedule 6.11 delivered to Agent by Parent shall set forth, as of the closing date of the Approved Restructuring, a correct and complete list of all Real Estate owned by Parent and all Real Estate owned by any of its Subsidiaries, all leases and subleases of real property held by Parent or the Borrower as lessee or sublessee, and all leases and subleases of real property held by Parent and the Borrower as lessor, or sublessor. Following the Approved Restructuring, Parent shall have good and marketable title in fee simple to the Real Estate identified on Schedule 6.11 as owned by the Parent, or valid leasehold interests in all Real Estate designated therein as “leased” by Parent and Parent will have good, indefeasible, and merchantable title to all of its other property reflected on the Financial Statements delivered to the Agent and the Lenders on or about the closing date of the Approved Restructuring, except as disposed of in the ordinary course of business since the date thereof, free of all Liens except Permitted Liens.