Common use of Property and Assets Clause in Contracts

Property and Assets. To the knowledge of the Company, the ------------------- Company and the Company Subsidiaries have marketable title to all of their real property reflected in the financial statements at September 30, 1997, referred to in Section 2.4 hereof, or acquired subsequent thereto, free and clear of all encumbrances, except for (a) such items shown in such financial statements or in the notes thereto, (b) liens for current real estate taxes not yet delinquent, (c) customary title exceptions that have no material adverse effect upon the value of such property, (d) property sold or transferred in the ordinary course of business since the date of such financial statements, and (e) pledges or liens incurred in the ordinary course of business. Company and the Company Subsidiaries enjoy peaceful and undisturbed possession under all material leases for the use of real property under which they are the lessee; all of such leases are valid and binding and in full force and effect and neither Company nor any Company Subsidiary is in default in any material respect under any such lease. No consent of the lessor of any material real property or material personal property lease is required for consummation of the Merger except as set forth in Section 2.15 of Schedule I. There has been no material physical loss, damage or destruction, whether or not covered by insurance, affecting the real properties of Company and the Company Subsidiaries since September 30, 1997, except such loss, damage or destruction which does not have a material adverse effect on the Company and the Company Subsidiaries, taken as a whole. All property and assets material to their business and currently used by Company and the Company Subsidiaries are, in all material respects, in good operating condition and repair, normal wear and tear excepted.

Property and Assets. To the knowledge of the Company, the ------------------- The Company and the Company ------------------- Subsidiaries have marketable title to all of their real property reflected as being owned by the Company in the Company's consolidated financial statements at September 30December 31, 19971999, referred to in Section 2.4 hereofhereof or in the Company's Annual Report on Form 10-KSB for the year ended December 31, 1999, or acquired subsequent thereto, free and clear of all encumbrancesEncumbrances, except for (a) such items shown in such financial statements or in the notes thereto, (b) liens for current real estate taxes not yet delinquent, (c) customary title exceptions that have no material adverse effect upon imperfections of title, encumbrances and easements, if any, as are not substantial in character, amount or extent and do not materially detract from the value of value, or interfere with the present or proposed use of, such property, (d) property sold or transferred in the ordinary course of business since the date of such financial statements, and (e) pledges or liens incurred in the ordinary course of business. Company , and (f) zoning laws and other land use restrictions that do not impair the Company Subsidiaries enjoy peaceful and undisturbed possession under all material leases for the present or anticipated use of real the property under which they are subject thereto. Neither the lessee; all of such leases are valid and binding and in full force and effect and neither Company nor any Company Subsidiary is leases as either lessor or lessee any interest in default real property except as set forth in any material respect under any such lease. Exhibit 2.15 of Schedule I. No consent of the lessor of any material real property or material personal property lease is required for consummation of the Company Merger except as set forth in Section 2.15 of Schedule I. There has been no material physical loss, damage or destruction, whether or not covered by insurance, affecting the real properties of Company and the Company Subsidiaries since September 30December 31, 19971999, except such loss, damage or destruction which does not have a material adverse effect on the Company and the Company Subsidiaries, taken as a whole. All Except as set forth in Section 2.15 of Schedule I, all property and assets material to their business and currently used by Company and the Company Subsidiaries are, in all material respects, in good operating condition and repair, normal wear and tear excepted.

Property and Assets. To the knowledge of the Company, the ------------------- Company It and the Company its Subsidiaries have good and marketable title to all of their real property reflected in the financial statements at September 30December 31, 1997, referred to in Section 2.4 hereof, hereof or acquired subsequent thereto, free and clear of all encumbrancesEncumbrances, except for (a) such items shown in such financial statements or in the notes thereto, (b) liens for current real estate taxes not yet delinquent, (c) customary easements, restrictions of record and title exceptions that have no are not material adverse effect upon to the value or use of such property, (d) property sold or transferred in the ordinary course of business since the date of such financial statementsstatements,(e) as otherwise specifically indicated in its Regulatory Reports filed after December 31, 1997 and (e) pledges before the date of this Agreement or liens incurred in the ordinary course Section 2.15 of businessits Disclosure Schedule. Company It and the Company its Subsidiaries enjoy peaceful and undisturbed possession under all material leases for the use of real property under which they are the lessee; all of such leases are valid and binding and in full force and effect effect, and neither Company it nor any Company Subsidiary of its Subsidiaries is in default in any material respect under any such lease. No consent of the lessor of default will arise under any material real property or property, material personal property lease is required for or material intellectual property license by reason of the consummation of the Merger without the lessor's or licensor's consent except as set forth in Section 2.15 of Schedule I. its Disclosure Schedule. There has been no material physical loss, damage or destruction, whether or not covered by insurance, affecting any of the real properties or material personal property of Company it and the Company its Subsidiaries since September 30December 31, 1997, except such loss, damage or destruction which does not have a material adverse effect on the Company and the Company Subsidiaries, taken as a whole. All property and fixed assets material to their its or any of its Subsidiaries' respective business and currently used by Company and the Company it or any of its Subsidiaries are, in all material respects, in good operating condition and repair, normal wear and tear excepted.

Property and Assets. To the knowledge of the Company, the ------------------- The Company and the Company Subsidiaries have marketable title to all of their real property reflected in the financial statements at September June 30, 1997, referred to in Section 2.4 hereof, or acquired subsequent thereto, free and clear of all encumbrancesEncumbrances, except for (a) such items shown in such financial statements or in the notes thereto, (b) liens for current real estate taxes not yet delinquent, (c) customary title exceptions that have no material adverse effect upon the value of such property, (d) property sold or transferred in the ordinary course of business since the date of such financial statements, and (e) pledges or liens incurred in the ordinary course of business. Company and the Company Subsidiaries enjoy peaceful and undisturbed possession under all material leases for the use of real property under which they are the lessee; all of such leases are valid and binding and in full force and effect and neither Company nor any Company Subsidiary is in default in any material respect under any such lease. No consent of the lessor of any material real property or material personal property lease is required for consummation of the Merger except as set forth in Section 2.15 of Schedule I. There has been no material physical loss, damage or destruction, whether or not covered by insurance, affecting the real properties of Company and the Company Subsidiaries since September June 30, 1997, except such loss, damage or destruction which does not have a material adverse effect on the Company and the Company Subsidiaries, taken as a whole. All property and assets material to their business and currently used by Company and the Company Subsidiaries are, in all material respects, in good operating condition and repair, normal wear and tear excepted.

Property and Assets. To the best knowledge of the Company, the ------------------- Company and the Company Subsidiaries have marketable title to all of their real property reflected in the financial statements at September 30, 19971996, referred to in Section 2.4 hereof, or acquired subsequent thereto, free and clear of all encumbrancesEncumbrances, except for (a) such items shown in such financial statements or in the notes thereto, (b) liens for current real estate taxes not yet delinquent, (c) customary title exceptions that have no material adverse effect upon the value of such property, (d) property sold or transferred in the ordinary course of business since the date of such financial statements, and (e) pledges or liens incurred in the ordinary course of business. Company and the Company Subsidiaries enjoy peaceful and undisturbed possession under all material leases for the use of real property under which they are the lessee; all of such leases are valid and binding and in full force and effect and neither Company nor any Company Subsidiary is in default in any material respect under any such lease. No consent of the lessor of any material real property or material personal property lease is required for consummation of the Merger except as set forth in Section 2.15 of Schedule I. There has been no material physical loss, damage or destruction, whether or not covered by insurance, affecting the real properties of Company and the Company Subsidiaries since September 30, 19971996, except such loss, damage or destruction which does not have a material adverse effect on the Company and the Company Subsidiaries, taken as a whole. All property and assets material to their business and currently used by Company and the Company Subsidiaries are, in all material respects, in good operating condition and repair, normal wear and tear excepted.