Real Properties; Leases Sample Clauses

Real Properties; Leases. (a) The Group Companies do not own any Real Property.
Sample 1
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Real Properties; Leases. As a condition to the Closing set forth in Section 7.1(d) of this Agreement, the Company and Seller shall have entered into the Lease (as defined in Section 2 of this Agreement). The Company is not party to any other lease of real property other than the facility covered by the Lease. Schedule 3.8 contains a list of all leases under which the Company possesses or uses items of tangible personal property ("Personal Property Leases"). True, correct, and complete copies of the Personal Property Leases have been delivered to Purchaser, together with the names and addresses of the lessors thereunder. The Company is not, and as of the Closing Date will not be, in default, and no facts or circumstances have occurred which through the passage of time or the giving of notice, or both, would constitute a default, under any of the Personal Property Leases. If consent or notice is required as a result of the transaction, then the Company has obtained, and has attached to Schedule 3.8, the consent required, if any, for each of the Personal Property Leases.
Sample 1
Real Properties; Leases. Attached hereto as Schedule 5.12 is a list setting forth the addresses and brief descriptions of each of the real properties that are owned or leased by the Company, the improvements and structures thereon, and the uses being made thereof by the Company. Each such description indicates, among other things, with respect to each such real property, whether it is leased or owned by the Company. Schedule 5.12 also contains a list of all leases under which the Company possesses or uses real property (the “Real Property Leases”) and all leases under which the Company possesses or uses items of tangible personal property which are material to the operations of the Company (the “Personal Property Leases”). True, correct, and complete copies of the Real Property Leases and Personal Property Leases have been delivered to Purchaser, together with the names and addresses of the lessors thereunder. The Company is not, and as of the Closing Date will not be, in material default, and no facts or circumstances have occurred which through the passage of time or the giving of notice, or both, would constitute a material default, under any of the Real Property Leases or the Personal Property Leases. In addition, the Company has delivered to Purchaser true, correct, and complete copies of all environmental studies and reports in the possession of the Company or any of the Shareholders with respect to any of the real properties described as Schedule 5.12. No condemnation or similar proceedings are pending or Threatened against any of the real properties set forth on Schedule 5.12.
Sample 1
Real Properties; Leases. Attached hereto as Schedule 3.18 of the ------------- Disclosure Schedules contains a list setting forth the addresses and brief descriptions of each of the real properties that are owned or leased by the Company, the improvements and structures thereon and the uses being made thereof by the Company. Each such description indicates, among other things, with respect to each such real property, whether it is leased or owned. Schedule -------- 3.18 also contains a list of all leases under which the Company possesses or ---- uses real property (the "Real Property Leases") and all leases under which the Company possesses or uses items of tangible personal property (the "Personal Property Leases"). True, correct and complete copies of the Real Property Leases and Personal Property Leases have been delivered to Parent, together with the names and addresses of the lessors thereunder. The Company is not, and as of the Closing Date and Effective Time will not be, in default and, to the knowledge of the Company, no facts or circumstances have occurred which through the passage of time or the giving of notice, or both, would constitute a default, under any of the Real Property Leases or the Personal Property Leases. In addition, the Company has delivered to Parent true, correct and complete copies of all environmental studies and reports in the possession or control of the Company with respect to any of the real properties described in Schedule -------- 3.18. All structures and facilities on the real properties listed on Schedule ---- -------- 3.18 are equipped in substantial conformity with laws and governmental ---- regulations applicable to the business of the Company and, to the knowledge of the Company, the zoning of each parcel of real property permits the presently existing improvements and continuation of the business presently conducted thereon and no changes therein, and no condemnation or similar proceedings against any of the real properties set forth on Schedule 3.18 are pending or ------------- threatened or will occur as a result of the execution and delivery of this Agreement or the consummation of the Merger.
Sample 1
Real Properties; Leases. The Company does not own a fee interest in any real property. Attached hereto as SCHEDULE 5.9 is a list setting forth all leases under which the Company possesses or uses real property (the "Real Property Leases") and all leases under which the Company possesses or uses items of tangible personal property that are material to conduct of the Company's business (the "Personal Property Leases"). True, correct and complete copies of the Real Property Leases and Personal Property Leases (collectively, the "Leases") have been delivered to Buyer, together with the names and addresses of the lessors thereunder. The Leases are in full force and effect and the Company is not in default. To the knowledge of Sellers, (i) the other parties to the Leases are not in default thereunder and (ii) no facts or circumstances have occurred which, with the passage of time or the giving of notice, or both, would constitute a default by the Company or the other parties, under any of the Real Property Leases or the Personal Property Leases. To the knowledge of the Sellers, (i) all structures and facilities on the real properties listed on SCHEDULE 5.9 are equipped in substantial conformity with laws and governmental regulations applicable to the Company, (ii) the zoning of each parcel of real property permits the presently existing improvements and continuation of the business presently conducted thereon by the Company, and (iii) no zoning changes, and no condemnation or similar proceedings, are pending or threatened against any of the real properties listed on SCHEDULE 5.9.
Sample 1
Real Properties; Leases. (a) Schedule 2.13(a) sets forth a list containing a description of ---------------- all interests in Real Property presently owned, leased or otherwise used or occupied by the Company (the "REAL PROPERTY"). With respect to all Real Property owned by the Company, (i) each parcel of such owned Real Property is owned in fee simple with good and marketable title, free and clear of all Liens, except as described in Schedule 2.5(a) or Schedule 2.13(a) or those that do not --------------- ---------------- materially adversely interfere with the use of such Real Property as currently used, (ii) there are no material leases, subleases, licenses, concessions or other agreements (written or oral) granting to any person the right to use or occupy such owned Real Property or any portion thereof, and (iii) there are no outstanding options, rights of first offer or rights of first refusal or any other agreements pursuant to which the Company would be required to sell the owned Real Property or any portion thereof or interest therein, or purchase any other real property. The Company has made available to Buyer complete and accurate copies of all material documents and information of the Company concerning such owned Real Property.
Sample 1
Real Properties; Leases. (a) Schedule 2.10(a) sets forth a list containing a description of ---------------- all interests in Real Property owned, leased or otherwise used or occupied by Seller and which are part of the Purchased Assets (the "Real Property"). With respect to all Real Property owned by Seller and which are part of the Purchased Assets, (i) each parcel of such owned Real Property is owned in fee simple with good and marketable title free and clear of all Liens, except as described in Schedule 2.10(a) and those that do not materially adversely interfere with the ---------------- use of such Real Property as currently used, (ii) there are no leases, subleases, licenses, concessions or other agreements (written or oral) granting to any person the right to use or occupy such owned Real Property or any portion thereof, and (iii) there are no outstanding options, rights of first offer or rights of first refusal or any other agreements pursuant to which Seller would be required to sell the owned Real Property or any portion thereof or interest therein, or purchase any other real property. Seller has made available to Buyer complete and accurate copies of all material documents and information of Seller concerning such owned Real Property.
Sample 1
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Real Properties; Leases. All the Seller's right, title and interest as lessee or sub-lessee under each of the leases or sub-leases for the real property used by Seller and operation of the Business, as listed on Schedule 2.1(e). (collectively, the "Real Property Leases");
Sample 1

Related to Real Properties; Leases

  • Real Properties The Company does not have an interest in any real property, except for the Leases (as defined below).

  • Title to Properties; Leases Except as indicated on Schedule 7.3 hereto, the Borrower and its Subsidiaries own all of the assets reflected in the consolidated balance sheet of the Borrower and its Subsidiaries as at the Balance Sheet Date or acquired since that date (except property and assets sold or otherwise disposed of in the ordinary course of business since that date), subject to no rights of others, including any mortgages, leases, conditional sales agreements, title retention agreements, liens or other encumbrances except Permitted Liens.

  • Real Property; Leasehold Neither the Company nor any of its Subsidiaries owns or has ever owned any real property. The Company has made available to Parent (a) an accurate and complete list of all real properties with respect to which the Company directly or indirectly holds a valid leasehold interest as well as any other real estate that is in the possession of or leased by the Company or any of its Subsidiaries, and (b) copies of all leases under which any such real property is possessed (the “Company Real Estate Leases”), each of which is in full force and effect, with no existing material default thereunder. The Company’s use and operation of each such leased property conforms to all applicable Laws in all material respects, and the Company has exclusive possession of each such leased property and has not granted any occupancy rights to tenants or licensees with respect to such leased property. In addition, each such leased property is free and clear of all Encumbrances other than Permitted Encumbrances.

  • Real Property Lease Except as set forth in Disclosure Schedule 1.1.(b), Seller has no leases of real property used or held for use in connection with the Business or the Purchased Assets.

  • Real Property Leases Section 2.12 of the Disclosure Schedule lists all Leases and lists the term of such Lease, any extension and expansion options, and the rent payable thereunder. The Company has delivered to the Buyer complete and accurate copies of the Leases. With respect to each Lease:

  • Real Property (a) The Company does not own any real property.

  • Ground Leases For purposes of this Exhibit C, a “Ground Lease” shall mean a lease creating a leasehold estate in real property where the fee owner as the ground lessor conveys for a term or terms of years its entire interest in the land and buildings and other improvements, if any, comprising the premises demised under such lease to the ground lessee (who may, in certain circumstances, own the building and improvements on the land), subject to the reversionary interest of the ground lessor as fee owner. With respect to any Mortgage Loan where the Mortgage Loan is secured by a Ground Leasehold estate in whole or in part, and the related Mortgage does not also encumber the related lessor’s fee interest in such Mortgaged Property, based upon the terms of the Ground Lease and any estoppel or other agreement received from the ground lessor in favor of Mortgage Loan Seller, its successors and assigns (collectively, the “Ground Lease and Related Documents”), Mortgage Loan Seller represents and warrants that:

  • Real Estate Leases The Company Disclosure Statement sets forth a list of (a) all leases and subleases under which the Company or the Subsidiaries is lessor or lessee of any real property together with all amendments, supplements, nondisturbance agreements and other agreements pertaining thereto; (b) all options held by the Company or the Subsidiaries or contractual obligations on the part of the Company or the Subsidiaries to purchase or acquire any interest in real property; and (c) all options granted by the Company or the Subsidiaries or contractual obligations on the part of the Company or the Subsidiaries to sell or dispose of any interest in real property. Except as set forth in the Company Disclosure Statement, as to such leases, subleases and other agreements referred to above, (i) there exists no breach or default, and no event has occurred which with notice or passage of time would constitute such a breach or default or permit termination, notification or acceleration, on the part of the Company or any Subsidiary, or on the part of any other party thereto, and (ii) as of the Effective Time, no material third party consent, approval or authorization shall be required for the consummation of the Merger. To the Company's knowledge, there are no Liens on any of the leasehold interests set forth on the Company Disclosure Statement hereof except for (i) Liens reflected in the balance sheet included in the Company's Form 10-K for the period ended December 31, 1996, (ii) Liens of record consisting of zoning or planning restrictions, easements, permits and other restrictions or limitations on the use of real property which do not materially detract from the value of, or materially impair the use of, such property by the Company or the Subsidiaries in the operation of their respective businesses, (iii) Liens for current Taxes (as defined in Section 3.22(a)), assessments or governmental charges or levies on property not yet delinquent or being contested in good faith and for which appropriate reserves have been established in accordance with GAAP (which contested levies are described on the Company Disclosure Statement), and (iv) Liens imposed by law, such as materialman's, mechanic's, carrier's, workers' and repairmen's Liens securing obligations not yet delinquent or being contested in good faith and for which appropriate reserves have been established in accordance with GAAP or securing obligations not being paid in the ordinary course of business in accordance with customary and commercially reasonable practice. (collectively, "Permitted Liens").

  • Leasehold Properties In relation to those Properties which are leasehold:

  • Leaseholds If the Mortgage Loan is secured by a long-term residential lease, (1) the lessor under the lease holds a fee simple interest in the land; (2) the terms of such lease expressly permit the mortgaging of the leasehold estate, the assignment of the lease without the lessor's consent and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protections; (3) the terms of such lease do not (a) allow the termination thereof upon the lessee's default without the holder of the Mortgage being entitled to receive written notice of, and opportunity to cure, such default, (b) allow the termination of the lease in the event of damage or destruction as long as the Mortgage is in existence, (c) prohibit the holder of the Mortgage from being insured (or receiving proceeds of insurance) under the hazard insurance policy or policies relating to the Mortgaged Property or (d) permit any increase in rent other than pre-established increases set forth in the lease; (4) the original term of such lease is not less than 15 years; (5) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note; and (6) the Mortgaged Property is located in a jurisdiction in which the use of leasehold estates in transferring ownership in residential properties is a widely accepted practice;

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