Common use of Status of Contracts and Leases Clause in Contracts

Status of Contracts and Leases. Except as set forth in Schedule 5.31, each of the leases, contracts and other agreements listed in Schedules 5.17, 5.19, 5.20, 5.22 and 5.29, (collectively, the “Target Agreements”) constitutes a legal, valid, binding and enforceable obligation of the parties thereto and is in full force and effect and (except for those Target Agreements which by their terms shall expire prior to the Closing Date or are otherwise terminated prior to the Closing Date in accordance with the provisions hereof) the Contemplated Transactions shall not have an Adverse Effect on the Target Agreements and they shall continue in full force and effect thereafter, in each case without breaching the terms thereof or resulting in the forfeiture or impairment of any rights there under and without the consent, approval or act of, or the making of any filing with, any other party. The Company and Target have fulfilled and performed in all material respects their obligations under each of the Target Agreements, and Target is not in, or alleged to be in, breach or default under, nor is there or is there alleged to be any basis for termination of, any of the Target Agreements and, to the Knowledge of the Seller, no other party to any of the Target Agreements has breached or defaulted there under, and no event has occurred and no condition or state of facts exists which, with the passage of time or the giving of notice or both, would constitute such a default or breach by the Company or Target or, to the Knowledge of the Seller, by any such other party. The Company and Target are not currently renegotiating any of the Target Agreements or paying liquidated damages in lieu of performance there under.

Status of Contracts and Leases. Except as set forth in Schedule 5.31, each of the leases, contracts and other agreements listed in Schedules 5.17, 5.19, 5.20, 5.22 5.22, 5.24, and 5.29, (collectively, the “Target Company Agreements”) constitutes a legal, valid, binding and enforceable obligation of the parties thereto and is in full force and effect and (except for those Target Company Agreements which by their terms shall expire prior to the Closing Date or are otherwise terminated prior to the Closing Date in accordance with the provisions hereof) the Contemplated Transactions shall not have an Adverse Effect on the Target Company Agreements and they shall continue in full force and effect thereafter, in each case without breaching the terms thereof or resulting in the forfeiture or impairment of any rights there under thereunder and without the consent, approval or act of, or the making of any filing with, any other party. The Company and Target have has fulfilled and performed in all material respects their its obligations under each of the Target Company Agreements, and Target the Company is not in, or alleged to be in, breach or default under, nor is there or is there alleged to be any basis for termination of, any of the Target Company Agreements and, to the Knowledge of the SellerSellers, no other party to any of the Target Company Agreements has breached or defaulted there underthereunder, and no event has occurred and no condition or state of facts exists which, with the passage of time or the giving of notice or both, would constitute such a default or breach by the Company or Target or, to the Knowledge of the SellerSellers, by any such other party. The Company and Target are is not currently renegotiating any of the Target Company Agreements or paying liquidated damages in lieu of performance there underthereunder. None of the Company Agreements contains terms unduly burdensome or harmful to the Company, nor requires or would require the payment of a penalty, termination fee or payment in lieu of performance upon the expiration or termination of such Agreement.

Status of Contracts and Leases. Except as set forth in Schedule 5.31, each of the leases, contracts and other agreements listed in Schedules 5.17, 5.19, 5.20, 5.22 and 5.29, (collectively, the “Target Company Agreements”) constitutes a legal, valid, binding and enforceable obligation of the parties thereto and is in full force and effect and (except for those Target Company Agreements which by their terms shall expire prior to the Closing Date or are otherwise terminated prior to the Closing Date in accordance with the provisions hereof) the Contemplated Transactions shall not have an Adverse Effect on the Target Company Agreements and they shall continue in full force and effect thereafter, in each case without breaching the terms thereof or resulting in the forfeiture or impairment of any rights there under thereunder and without the consent, approval or act of, or the making of any filing with, any other party. The Company and Target have has fulfilled and performed in all material respects their obligations under each of the Target Company Agreements, and Target Company is not in, or alleged to be in, breach or default under, nor is there or is there alleged to be any basis for termination of, any of the Target Company Agreements and, to the Knowledge of the SellerSellers, no other party to any of the Target Company Agreements has breached or defaulted there under, and no event has occurred and no condition or state of facts exists which, with the passage of time or the giving of notice or both, would constitute such a default or breach by the Company or Target or, to the Knowledge of the SellerSellers, by any such other party. The Company and Target are is not currently renegotiating any of the Target Company Agreements or paying liquidated damages in lieu of performance there under.

Status of Contracts and Leases. Except as set forth in Schedule 5.31, each of the leases, contracts and other agreements listed in Schedules 5.17, 5.19, 5.20, 5.22 and 5.29, (collectively, the “Target Company Agreements”) constitutes a legal, valid, binding and enforceable obligation of the parties thereto and is in full force and effect and (except for those Target Company Agreements which by their terms shall expire prior to the Closing Date or are otherwise terminated prior to the Closing Date in accordance with the provisions hereof) the Contemplated Transactions shall not have an Adverse Effect on the Target Company Agreements and they shall continue in full force and effect thereafter, in each case without breaching the terms thereof or resulting in the forfeiture or impairment of any rights there under and without the consent, approval or act of, or the making of any filing with, any other party. The Company and Target have has fulfilled and performed in all material respects their its obligations under each of the Target Company Agreements, and Target the Company is not in, or alleged to be in, breach or default under, nor is there or is there alleged to be any basis for termination of, any of the Target Company Agreements and, to the Knowledge of the Seller, no other party to any of the Target Company Agreements has breached or defaulted there under, and no event has occurred and no condition or state of facts exists which, with the passage of time or the giving of notice or both, would constitute such a default or breach by the Company or Target or, to the Knowledge of the Seller, by any such other party. The Company and Target are is not currently renegotiating any of the Target Company Agreements or paying liquidated damages in lieu of performance there under.