Common use of Real Property Interests Clause in Contracts

Real Property Interests. Schedule 3.01(l) hereto sets forth a complete and accurate list of (i) the real properties owned by the Company (the "Fee Properties") and (ii) the real properties leased by the Company (the "Leased Properties"). The Company has good and marketable fee simple title to the Fee Properties and good and marketable leasehold title to the Leased Properties, listed on Schedule 3.01(l), free and clear of all Claims, tenants and occupants except for Permitted Liens. Complete and accurate copies of all leases or other agreements relating to the Leased Properties have been delivered to Parent and there have been no material changes or amendments to such leases or agreements since such delivery. The Company is the lawful owner of all improvements and fixtures located on the Fee Properties and all moveable fixtures located at the Leased Properties, free and clear of all Claims except for Permitted Liens. Each lease or other agreement relating to the Leased Properties is a valid and subsisting agreement, without any material default of the Company thereunder and without any material default thereunder of the other party thereto, and such leases and agreements give the Company the right to use or occupy, as the case may be, all real properties as are sufficient and adequate to operate the Business as it is currently being conducted. Except as set forth on Schedule 3.01(l), the Company's possession of such property has not been disturbed nor has any claim relating to the Company's title to or possession of such property been asserted against the Company that would have a Company Material Adverse Effect.

Real Property Interests. Schedule 3.01(l3.01(k) hereto sets forth a complete and accurate list of (i) the real properties owned by the Workforce Company (the "Fee PropertiesFEE PROPERTIES") and (ii) the real properties leased by the Workforce Company (the "Leased PropertiesLEASED PROPERTIES"). The Workforce Company has good and marketable fee simple title to the Fee Properties and good and marketable leasehold title to the Leased Properties, in each case listed below its name on Schedule 3.01(l3.01(k), free and clear of all Claims, tenants and occupants except for Permitted Liens. Complete and accurate copies of all leases or other agreements relating to the Leased Properties have been delivered to Parent and there have been no material changes or amendments to such leases or agreements since such delivery. The Workforce Company is are the lawful owner owners of all improvements and fixtures located on the Fee Properties and all moveable fixtures located at or the Leased Properties, free and clear of all Claims except for Permitted Liens. Each lease or other agreement relating to the Leased Properties is a valid and subsisting binding agreement, without any material default of the Workforce Company thereunder and and, to the best knowledge of the Sellers, without any material default thereunder of the other party thereto, and such leases and agreements give the Company (or a subsidiary) the right to use or occupy, as the case may be, all real properties as are sufficient and adequate to operate the Business as it is currently being conducted. Except as set forth on Schedule 3.01(l3.01(k), the CompanyWorkforce's possession of such property has not been disturbed nor nor, to the best knowledge of the Sellers, has any claim relating to the Company's title to or possession of such property been asserted against the Workforce Company that would have a Company Material Adverse Effect.

Real Property Interests. Schedule 3.01(l) hereto sets forth a complete The real property and accurate list any of (i) the interests related to the real properties owned property described on Schedule 2.22 describe all of the real property interests, including, without limitation, options, easements and leases, held by the Project Company underlying or used or to be used in the operation of the Project, including all rights to the Premises and all rights needed for the Project Company to fulfill its obligations under the Interconnection Agreement and the PPA (the "Fee Properties") “Project Real Property”). Such real property interests are sufficient in all material respects for the Project Company to develop, install, own and (ii) operate the real properties leased Project as contemplated by the Company (the "Leased Properties")Material Contracts. The Project Company does not own, lease, license or otherwise have and has good and marketable fee simple title not had any interests (including option interests) in any other real property. The Project Real Property is not subject to the Fee Properties and good any liens or other rights of third parties other than such matters set forth on Schedule 2.22. The Project Company holds good, valid and marketable leasehold title to the Leased PropertiesPremises. Seller has delivered to Buyer true, listed on Schedule 3.01(l), free accurate and clear of all Claims, tenants and occupants except for Permitted Liens. Complete and accurate complete copies of all leases leases, purchase options, land rights or other agreements with respect to the Premises, and any surveys or plats relating to the Leased Properties have been delivered to Parent and there have been no material changes or amendments to such leases or agreements since such delivery. The Company is the lawful owner of all improvements and fixtures located on the Fee Properties Premises, together with any and all moveable fixtures located at the Leased Properties, free and clear of all Claims except for Permitted Liens. Each lease or other agreement relating to the Leased Properties is a valid and subsisting agreement, without any material default of the Company thereunder and without any material default thereunder of the other party exhibits thereto, and such leases and agreements give none of the Company the right to use foregoing has been modified or occupyamended unless shown therein. The Lease, as amended, is in full force and effect and constitutes the case may bevalid and binding legal obligations of the parties therein. The copy of the Lease provided to Buyer is true, accurate and complete, contains all real properties as are sufficient exhibits and adequate to operate the Business as it is currently being conducted. Except as set forth on Schedule 3.01(l), the Company's possession of such property has not been disturbed modified or amended unless as shown therein. To Seller’s Knowledge, the Premises are in compliance with all conditions, restrictions or requirements contained in any zoning ordinances, permits or approvals necessary for the Project including, but not limited to, any necessary consents or authorizations. Neither Seller nor the Project Company has received any claim relating notice of any of the following and, to Seller’s Knowledge, none of the following events or conditions have occurred or currently exist: (a) any existing or threatened special Tax or special assessment to be levied against the Premises, (b) any claims from any Governmental Authority having jurisdiction over the Project Company or the Premises or from any Person who will provide utility service to the Company's title Premises, that there are not sufficient easements and rights-of-way required for the operation of the Project as contemplated or to provide ingress and egress to and from the Premises, or possession (c) any notices (including without limitation requests for information) from any Governmental Authority or other person related to (i) the presence, release or threatened release of such property been asserted against any Hazardous Material or any other environmental condition on, in or under the Project Real Property, or (ii) any other circumstance forming the basis of any actual or alleged violation by Seller or the Project Company of any Environmental Law or other remedial or removal obligation, harm, injury or damage to real or personal property, natural resources, the environment or any person alleged to have resulted from the foregoing. To Seller’s Knowledge, the Premises are being maintained in all material respects in accordance with applicable laws, rules and regulations and neither Seller nor the Project Company has received any written notification that would have a Company Material Adverse Effectthe Premises are in violation, in any material respect, of any applicable laws, rules and regulations.

Real Property Interests. Schedule 3.01(l3.1(k) hereto sets forth a complete and accurate list of (i) the real properties owned by the Company (the "Fee Properties") and (ii) the real properties leased by the Company (the "Leased Properties"). The Company has good and marketable fee simple title to the Fee Properties and good and marketable leasehold title to the Leased Properties, in each case listed below its name on Schedule 3.01(l3.1(k), free and clear of all Claims, tenants and occupants except for Permitted Liens. Complete and accurate copies of all leases or other agreements relating to the Leased Properties have been delivered to Parent and there have been no material changes or amendments to such leases or agreements since such delivery. The Company is the lawful owner of all improvements and fixtures located on the Fee Properties and all moveable fixtures located at or the Leased Properties, free and clear of all Claims except for Permitted Liens. Each lease or other agreement relating to the Leased Properties is a valid and subsisting binding agreement, without any material default of the Company thereunder and, to the best knowledge of the Company and without Masox, xxthout any material default thereunder of the other party thereto, and such leases and agreements give the Company the right to use or occupy, as the case may be, all real properties as are sufficient and adequate to operate the Business as it is currently being conducted. Except as set forth on Schedule 3.01(l3.1(k), the Company's possession of such property has not been disturbed nor has nor, to the best knowledge of the Company and Masox, xxs any claim relating to the Company's title to or possession of such property been asserted against the Company that would have a Company Material Adverse EffectCompany.