Common use of Leased Real Property Clause in Contracts

Leased Real Property. Section 3.15(a)(i) of the Company Disclosure Schedule contains a list and brief description of all leases, subleases, licenses and other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which the Company or any of its Subsidiaries leases real property as tenant (the “Leased Real Property”) and the Company has made available to Parent a true and complete copy of each such Lease. Except as set forth in Section 3.15(a)(ii) of the Company Disclosure Schedule, with respect to each of the Leases, (i) such Lease is in full force and effect and constitutes a legal, valid and binding obligation of the Company or its applicable Subsidiary and to the knowledge of the Company, the other parties thereto, (ii) the Company or its applicable Subsidiary has a good and valid leasehold interest in the Leased Real Property pursuant to such Lease, (iii) to the knowledge of the Company there are no defaults (or any conditions or events that, after notice or the lapse of time or both, would constitute a default) under the Lease or disputes under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and (iv) the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in a Company Material Adverse Effect.

Leased Real Property. Section 3.15(a)(i) of the Company Disclosure Schedule 3.7.2 contains a an accurate and complete list and brief description of all leases, subleases, licenses and other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant real property leases to which the Company is a party ("Real Property Leases"), including without limitation, any modification, amendment or supplement thereto and any of its Subsidiaries leases real property as tenant other related document or agreement executed or entered into by the Company (the “Leased including without limitation, any Real Property”) and Property Lease which the Company has made available subleased or assigned to Parent a true another Person and complete copy of each such Lease. Except as set forth in Section 3.15(a)(ii) of to which the Company Disclosure Schedule, with remains liable). With respect to each of Real Property Lease set forth on Schedule 3.7.2 (or required to be set forth on Schedule 3.7.2): (a) the Leases, (i) such Real Property Lease is valid, binding and in full force and effect effect; (b) all rents and constitutes a legaladditional rents and other sums, valid expenses and binding obligation charges due to date have been paid; (c) the lessee has been in peaceable possession since the commencement of the original term thereon (d) no waiver, indulgence or postponement of the lessee's obligations thereunder has been granted by the lessor; (e) there exists no default or event of default by the Company or its applicable Subsidiary and to the knowledge of the Company, the other parties thereto, (ii) the Company or its applicable Subsidiary has a good and valid leasehold interest in the Leased Real Property pursuant to such Lease, (iii) to the knowledge of the Company and the Stockholders, by any other party thereto; (f) there are exists no defaults occurrence, condition or act (or any conditions or events thatincluding the transactions contemplated hereunder) which, after notice or with the giving of notice, the lapse of time or boththe happening of any further event or condition, would constitute become a default) under the Lease or disputes under such Lease, which default or adverse resolution event of such dispute would reasonably be expected to result in a default by the Company Material Adverse Effect thereunder; and (ivg) there are no outstanding claims of breach or indemnification or notice of default or termination thereunder. The Company holds the leasehold estate on all Real Property Leases, free and clear of all Liens, except as set forth on Schedule 3.6 and the liens of mortgagees of the real property in which such leasehold estate is located. The real property leased by the Company is adequate and suitable for the purposes for which it is presently being used, and there are no material repair or restoration works likely to be required in connection with any of the leased real properties. The Company is in physical possession and actual and exclusive occupation of the whole of each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except leased properties. The Company does not owe any brokerage commission with respect to the extent as would not, individually or in the aggregate, reasonably be expected to result in a Company Material Adverse Effectany Real Property Lease.

Leased Real Property. Section 3.15(a)(i4.16(a) of the Company Disclosure Schedule contains Letter sets forth a true, correct and complete list and brief description of all leases, subleases, licenses and other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which the Company or any of its Subsidiaries leases real property as tenant (the “Leases for Leased Real Property”) , including, all applicable amendments, modifications, supplements, and the Company has made available to Parent a true and complete copy of each such Leasewaivers with respect thereto. Except as set forth in Section 3.15(a)(ii4.16(a) of the Company Disclosure ScheduleLetter, with respect to each of the Leases, : (i) such Lease is a valid and binding agreement of the Company or one or more of its Subsidiaries, on the one hand, and to the Knowledge of the Company, each other party thereto, on the other hand, and is in full force and effect and constitutes a legal, valid and binding obligation of the Company or enforceable in accordance with its applicable Subsidiary and to the knowledge of the Company, the other parties thereto, terms; (ii) the Company or its the applicable Subsidiary has a good and valid leasehold interest in of the Company party to the respective Lease pertaining to the Company’s Leased Real Property pursuant has good, valid and marketable title to the leasehold estate under such Lease, Leases free and clear of any Liens other than Permitted Liens; (iii) to no party other than the knowledge Company or the applicable Subsidiary of the Company there are no defaults (party to the respective Lease is in possession or occupancy of the applicable Leased Real Property or any conditions portion thereof; (iv) all consideration, rents, fees and payments due and owing pursuant to each Lease have been paid when due; and (v) neither the Company nor any of its Subsidiaries is in breach or events thatdefault in any material respect under any such Lease and no event has occurred or circumstances exist which, after notice or ​ with the lapse delivery of notice, the passage of time or both, would constitute a such breach or default) under , or permit the Lease termination, modification or disputes acceleration of rent under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and (iv) the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in a Company Material Adverse Effect.

Leased Real Property. Section 3.15(a)(i) Schedule 3.13b sets forth a true and correct list of all Leased Real Property, including the location of the premises subject to each of the Leases (collectively, the “Premises”), a listing of the Leases pertaining thereto, and the identification of the lessors and tenants of the Premises, as applicable. With respect to each Lease listed on Schedule 3.13b: (1) Company Disclosure or the Subsidiary listed adjacent to the applicable Lease on Schedule contains a list 3.13b has good and brief description valid leasehold interests in the applicable Leased Real Property, free and clear of all leasesEncumbrances, subleasesother than Permitted Encumbrances; (2) such Lease is legal, licenses valid, binding, enforceable (assuming the enforceability against all other parties to such lease or sublease) in accordance with its terms, and other occupancy agreements in full force and effect with respect to Company or such Subsidiary, as applicable, except as such enforceability may be limited by the Enforceability Limitations and except where the illegality, invalidity, nonbinding nature, unenforceability or ineffectiveness would not result in a Material Adverse Effect; (3) Company or such Subsidiary, as applicable, enjoys peaceful and undisturbed possession of the “Leases”Leased Real Property; and (4) which are individually there exists no material default or material event of default (or occurrence or event that with notice or lapse of time or both would result in the aggregate a material to the business default or material event of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiariesdefault) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which the by Company or any of its Subsidiaries leases real property as tenant (the “Leased Real Property”) and the Company has made available or, to Parent a Company’s Knowledge, any other party to any such Lease. A true and complete copy of each such LeaseLease has been made available to Parent. Except as set forth in Section 3.15(a)(ii) of the To Company’s Knowledge, neither Company Disclosure Schedule, nor any Subsidiary has failed to materially comply with any Applicable Law with respect to each the use and occupancy of the Leases, (i) such Lease is in full force and effect and constitutes a legal, valid and binding obligation of the Company or its applicable Subsidiary and to the knowledge of the Premises. To Company’s Knowledge, the other parties thereto, Premises are in satisfactory operating condition and repair (ii) the Company or its applicable Subsidiary has a good ordinary wear and valid leasehold interest in the Leased Real Property pursuant to such Lease, (iii) to the knowledge of the Company there are no defaults (or any conditions or events that, after notice or the lapse of time or both, would constitute a default) under the Lease or disputes under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and (iv) the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in a Company Material Adverse Effecttear excepted).

Leased Real Property. Section 3.15(a)(i3.14(b) of the Company Disclosure Schedule Letter contains a list true, correct and brief description complete list, as of February 4, 2024, of all of the existing material leases, subleases, licenses and or other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which the Company or any of its Subsidiaries leases real property as tenant uses or occupies, or has the right to use or occupy, now or in the future, (such property, the “Leased Real Property,” and each such material lease, sublease, license or other agreement, a “Lease”) and the ). The Company has made available to Parent a true true, correct and complete copy copies of each such Leaseall Leases (including all material modifications and amendments thereto). Except as set forth in Section 3.15(a)(ii) of the would not have a Company Disclosure ScheduleMaterial Adverse Effect, with respect to each of the LeasesLeased Real Property, (i) the Company or one of its Subsidiaries has valid leasehold estates in the Leased Real Property, free and clear of all liens (other than Permitted Liens); (ii) neither the Company nor any of its Subsidiaries, nor to the Knowledge of the Company, any counterparty to any Lease, is in breach of or default pursuant to any Lease, nor does there exist a fact or circumstance that, with the passing of time or the giving of notice, would become a breach or default pursuant to any Lease or permit the termination, modification or acceleration of rent under such Lease; (iii) each Lease is legal, valid, binding, enforceable and in full force and effect and constitutes a legaleffect, valid and binding obligation of except as such enforceability may be limited by the Company or its applicable Subsidiary and to the knowledge of the Company, the other parties thereto, (ii) the Company or its applicable Subsidiary has a good and valid leasehold interest in the Leased Real Property pursuant to such Lease, (iii) to the knowledge of the Company there are no defaults (or any conditions or events that, after notice or the lapse of time or both, would constitute a default) under the Lease or disputes under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and Enforceability Limitations; (iv) the Company has not subleased, licensed or otherwise granted any Person the right to use or occupy any material portion of such Leased Real Property; and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to (v) the extent as would not, individually Company has not collaterally assigned or granted any other security interest in the aggregate, reasonably be expected to result in a Company Material Adverse Effectany such Lease or any interest therein.

Leased Real Property. Section 3.15(a)(i4.7(b) of the Company Disclosure Schedule contains a list and brief description of APPENDIX II sets forth all leases, subleases, licenses and other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and Leases pursuant to which Facilities are leased by the Company or any (as lessee), true and correct copies of its Subsidiaries leases real property as tenant (the “Leased Real Property”) and the Company has which have been made available to Parent a true and complete copy of each such LeaseConverge. Except as set forth in Section 3.15(a)(ii4.7(b) of APPENDIX II, the Company Disclosure Schedulehas good and valid leasehold title to all leased property described in such Leases (the "LEASED PROPERTY"), with free and clear of any and all Encumbrances other than any Permitted Encumbrances which would not permit the termination of the Lease therefor by the lessor as a result of such Encumbrance. With respect to each such parcel of Leased Property, to the LeasesCompany's knowledge, there are no pending or threatened Actions relating to the Company's leasehold interests in such Leased Property or any portion thereof, (i) such Lease is in full force and effect and constitutes a legal, valid and binding obligation of neither the Company or its applicable Subsidiary and nor, to the knowledge Company's knowledge, any third party has entered into any sublease, assignment, license, option, right, concession or other agreement or arrangement, written or oral, granting to any person the right to use or occupy such Leased Property or any portion thereof or interest therein, except in connection with a Permitted Encumbrance or in the ordinary course of the Companybusiness, the other parties thereto, and (ii) neither the Company nor VerticalNet has received written notice of any pending or its applicable Subsidiary threatened special assessment relating to such Leased Property. With respect to each Lease listed in Section 4.7(b) of APPENDIX II (i) there has a good and valid leasehold interest in been no material Default under any such Lease by the Leased Real Property pursuant Company or, to the Company's knowledge, by any other party to such Lease, (iiiii) no action has been taken by the Company, and to the knowledge of the Company there are Company's knowledge, no defaults (or any conditions or events thatevent has occurred which, after with notice or the lapse of time or both, would constitute a default) under the Lease or disputes under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and (iv) the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in a Company Material Adverse Effect.permit

Leased Real Property. Section 3.15(a)(i3.14(b) of the Company Disclosure Schedule Letter contains a list true, correct and brief description complete list, as of the date of this Agreement, of all of the existing leases, subleases, licenses and or other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which the Company or any of its Subsidiaries leases uses or occupies, or has the right to use or occupy any real property as tenant with such property subject to annual rent obligations in excess of $1,000,000 (such property, the “Leased Real Property”) ,” and the Company has made available to Parent a true and complete copy of each such lease, sublease or license (including any modifications, amendments, guaranties, exhibits, schedules and supplements thereto), a “Lease”). Except as set forth in Section 3.15(a)(ii) of the Company Disclosure Schedule, with respect to each of the Leases, (i) such Each Lease is in full force and effect and constitutes a legal, valid and is binding obligation of upon the Company or its applicable Subsidiary Subsidiary, as applicable, and to the knowledge Knowledge of the Company, the each other parties party thereto, (ii) the Company or its applicable Subsidiary has a good and valid leasehold interest in the Leased Real Property pursuant . With respect to such each Lease, (iii) to the knowledge of the Company there are no defaults (or any conditions or events that, after notice or the lapse of time or both, would constitute a default) under the Lease or disputes under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and (iv) the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in not have a Company Material Adverse Effect, (i) there are no material disputes with respect to such Lease and none of the Company or any of its Subsidiaries or, to the Knowledge of the Company, any other Person, is in breach or violation of, or default under, any Lease and no event has occurred and no circumstance exists which, if not remedied, would result in such a breach, violation or default under any Lease (with or without notice or lapse of time, or both), (ii) except as disclosed in this Agreement, the Company or one of its Subsidiaries has not collaterally assigned or granted any security interest in such Lease or any interest therein, and (iii) the Company or one of its Subsidiaries has valid leasehold estates in the Leased Real Property, free and clear of all Liens (other than Permitted Liens).

Leased Real Property. Section 3.15(a)(i3.14(b) of the Company Disclosure Schedule Letter contains a list true, correct and brief description complete list, as of the date of this Agreement, of all of the existing leases, subleases, licenses and or other occupancy agreements (the “Leases”) which are individually or in the aggregate material to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which the Company or any of its Subsidiaries leases uses or occupies, or has the right to use or occupy any real property as tenant with such property subject to annual rent obligations in excess of $2,500,000 (such property, the “Leased Real Property”) ,” and the Company has made available to Parent a true and complete copy of each such lease, sublease or license (including any modifications, amendments, guaranties, exhibits, schedules and supplements thereto), a “Lease”). Except as set forth in Section 3.15(a)(ii) of the Company Disclosure Schedule, with respect to each of the Leases, (i) such Each Lease is in full force and effect and constitutes a legal, valid and is binding obligation of upon the Company or its applicable Subsidiary Subsidiary, as applicable, and to the knowledge Knowledge of the Company, the each other parties party thereto, (ii) the Company or its applicable Subsidiary has a good and valid leasehold interest in the Leased Real Property pursuant . With respect to such each Lease, (iii) to the knowledge of the Company there are no defaults (or any conditions or events that, after notice or the lapse of time or both, would constitute a default) under the Lease or disputes under such Lease, which default or adverse resolution of such dispute would reasonably be expected to result in a Company Material Adverse Effect and (iv) the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in not have a Company Material Adverse Effect, (i) there are no material disputes with respect to such Lease and none of the Company or any of its Subsidiaries or, to the Knowledge of the Company, any other Person, is in breach or violation of, or default under, any Lease and no event has occurred and no circumstance exists which, if not remedied, would result in such a breach, violation or default under any Lease (with or without notice or lapse of time, or both), (ii) except as disclosed in this Agreement, the Company or one of its Subsidiaries has not collaterally assigned or granted any security interest in such Lease or any interest therein, and (iii) the Company or one of its Subsidiaries has valid leasehold estates in the Leased Real Property, free and clear of all Liens (other than Permitted Liens).

Leased Real Property. The Company does not own any real property and the Company is not a party to or bound to any agreements to purchase or offers to purchase real property. Section 3.15(a)(i) 4.9 of the Company Disclosure Schedule contains Letter sets forth a list and brief description of all leases, subleases, licenses and other occupancy agreements (the “Leases”) which are individually or in the aggregate material real property leases relating to the business of Wheeling-Pittsburgh Steel Corporation (and its consolidated Subsidiaries) or Esmark Steel Services Group, Inc. (and its consolidated Subsidiaries) and pursuant to which real property interests leased by the Company or any of its Subsidiaries leases real property as tenant (the “Leased Real Property”) to which the Company is a party or is bound (together with any renewals and amendments thereto, the “Leases”). The Company has made available to Parent a true and complete copy Buyer copies of each such Leasethe Leases. Except as set forth disclosed in Section 3.15(a)(ii) 4.9 of the Company Disclosure Schedule, with respect to each of the LeasesLetter, (i) such Lease the Company is not a party to or bound to any tenancy agreements, subleases, agreements to lease or sublease, offers to lease or sublease, renewals of leases or subleases, storage agreements, parking agreements and other similar agreements, rights or licenses; (ii) each of the Leases is in full force and effect and constitutes a legaland, valid and binding obligation of the Company or its applicable Subsidiary and to the knowledge Knowledge of the Company, is enforceable against the other parties thereto, (ii) the Company or landlord party thereto in accordance with its applicable Subsidiary has a good and valid leasehold interest in the Leased Real Property pursuant to such Lease, terms; (iii) to the knowledge of there is no material (and the Company there are no defaults has not received written notice of any) default by the Company (or any conditions condition or events thatevent which, after notice or the lapse of time or both, would constitute a default) under any Lease and, to the Lease or disputes Knowledge of the Company, there is no material default by any landlord under such Lease, which default or adverse resolution any of such dispute would reasonably be expected to result in a Company Material Adverse Effect the Leases; and (iv) all rents and other payments due under the Leases have been paid in full by the Company. Except as disclosed in the Leases, there are no prepaid rents, security deposits or damage deposits from the Company. Except for any premises subject to a Lease which are subleased, licensed or otherwise not occupied by the Company and as listed in Section 4.9 of the Company Disclosure Letter, the Company is in occupation of the premises demised to the Company under each of its Subsidiaries enjoys peaceful and undisturbed possession under all Leases except to the extent as would not, individually or in the aggregate, reasonably be expected to result in a Company Material Adverse EffectLeases.