Owned and Leased Real Property Clause Samples

Owned and Leased Real Property. (a) The Company does not own, has never owned, and has not agreed to acquire any real or immovable property or any other ownership interest in any real or immovable property. (b) Schedule 4.8 sets forth the municipal addresses of the only real property leased by the Company (the “Leased Real Property”). Except as disclosed in Schedule 4.8, the Company is not a party to any accepted promises or offers to lease or sublease, agreements to lease or sublease, leases, subleases, renewals of leases or of subleases, permits, operating agreements or other rights or licenses to possess or to occupy any premises wherever located, other than the lease (the “Lease”) described in Schedule 4.8 relating to the Leased Real Property. For clarity, for the purposes of this section 4.8, collocation services and other data center products or services offered pursuant to the Company’s customer contracts shall not be deemed to constitute a lease or sublease of any sort or any of the aforementioned arrangements. Subject to the foregoing sentence and the terms of the sub-lease with identified in Schedule 4.8, the Company occupies the Leased Real Property and has the exclusive right to occupy and use the Leased Real Property, subject to the rights of the landlord under the Lease and applicable Law. The Lease is in good standing and in full force and effect, and neither the Company nor, to the Company’s knowledge, any other party thereto, is in breach of any covenants, conditions or obligations contained therein. The Sellers have provided a true copy of each Lease, together with all amendments thereto, to the Purchaser. The Company has never leased, occupied (whether as lessee or licensee), managed or otherwise controlled any real property other than the Leased Real Property. (c) Except as disclosed in Schedule 4.8, the Company is not a party, as lessor or sublessor, to any lease, agreement to lease or offer to lease in respect of any immovable or real property or any Leased Real Property. (d) To the Company’s knowledge, all buildings, structures, appurtenances fixtures and other improvements forming part of the Leased Real Property are in good operating conditions and are adequate and suitable for the purposes for which they are currently being used, and the Company has adequate rights of ingress and egress for the operation of the Business in the Ordinary Course. None of such buildings, structures, appurtenances, fixtures or other improvements (or any equipment therein), nor the op...

Owned and Leased Real Property. (a) Neither the Company nor any Subsidiary owns, or has ever owned, any real property. (b) Section 3.11(b) of the Company Disclosure Schedule lists all Leases and lists the term of such Lease, any extension and expansion options, and the rent payable, security deposit, maintenance and like charges thereunder, and any advance rent thereunder. The Company has delivered to the Buyer complete and accurate copies of the Leases. Neither the Company nor any Subsidiary occupies any space other than pursuant to a Lease. With respect to each Lease: (i) such Lease is legal, valid, binding, enforceable and in full force and effect against the Company or the Subsidiary that is the party thereto, as applicable, and, to the Company’s Knowledge, against each other party thereto, subject to the Bankruptcy and Equity Exception; (ii) such Lease will continue to be legal, valid, binding, enforceable and in full force and effect against the Company or the Subsidiary that is the party thereto, as applicable, and, to the Company’s Knowledge, against each other party thereto immediately following the Closing in accordance with the terms thereof as in effect immediately prior to the Closing, subject to the Bankruptcy and Equity Exception; (iii) none of the Company, any Subsidiary or, to the Knowledge of the Company, any other party, is, in any material respect, in breach or violation of, or default under, any such Lease, and no event has occurred, is pending or, to the Knowledge of the Company, is threatened, which, after the giving of notice, with lapse of time, or otherwise, would constitute any such breach or default by the Company or any Subsidiary or, to the Knowledge of the Company, any other party under such Lease; and, to the Company’s Knowledge, no event has occurred that would give rise to a termination right under such Lease; (iv) there are no disputes, oral agreements or forbearance programs in effect as to such Lease; (v) neither the Company nor any Subsidiary has assigned, transferred, conveyed, mortgaged, subleased, licensed, deeded in trust or encumbered any material interest in the leasehold or subleasehold; (vi) all facilities leased or subleased thereunder are supplied with utilities and other services adequate for the present operation of said facilities; (vii) to the Knowledge of the Company, there are no Liens, easements, covenants or other restrictions applicable to the real property subject to such Lease which would reasonably be expected to impair the curr...

Owned and Leased Real Property. (a) Schedule 3.11(a)(i) contains a list as of the date of this Agreement of the real property owned in fee by Seller, which includes the real property owned in fee by Seller within the FERC-approved boundaries for the Facilities (the “FERC Boundary Owned Real Property”). Schedule 3.11(a)(ii) contains a description as of the date of this Agreement of the FERC Boundary Owned Real Property. Schedule 3.1(a)(iii) contains a description as of the date of this Agreement of the real property owned in fee by Seller which is subject to the Donation and which is in whole or in part within the FERC-approved boundaries for the Facilities. Seller has made available to Buyer true, correct and complete copies of all deeds that include all real property within the FERC Boundary Owned Real Property. Seller has good and valid title to all FERC Boundary Owned Real Property together with valid title to all rights, privileges, interests, Easements and appurtenances now or hereafter belonging or in any way pertaining to such FERC Boundary Owned Real Property, and to all of the buildings structures and other improvements thereon, free and clear of all Liens other than Permitted Liens. (b) Schedule 3.11(b) contains a true, correct and complete list of all real property leased, subleased or licensed to Seller within the FERC Boundary Owned Real Property (the “Leased Real Property” and, together with the FERC Boundary Owned Real Property, the “Real Property”). Seller has good and valid leasehold, license or use rights with respect to all such Leased Real Property, free and clear of any Liens other than Permitted Liens. Seller has made available to Buyer true and complete copies of all material lease, sublease and license agreements with respect to the Leased Real Property in the possession or control of Seller or any of its Affiliates (collectively, the “Real Property Leases”).

Owned and Leased Real Property. Part 3.7 contains a correct legal description, street address and tax parcel identification number of all tracts, parcels and subdivided lots in which Seller has a leasehold interest and an accurate description (by location, name of lessor, date of Lease and term expiry date) of all Real Property Leases for which the Business is presently reliant.

Owned and Leased Real Property. (a) Schedule 6.20(a) sets forth, as of the Closing Date, a complete and accurate list of all real property owned by the Borrower or any of its Subsidiaries, showing as of the Closing Date, the street address, county or other relevant jurisdiction and state. (b) Schedule 6.20(b) sets forth, as of the Closing Date, a complete and accurate list of all leases of real property under which the Borrower or any of its Subsidiaries is the lessee, showing as of the Closing Date, the street address, county or other relevant jurisdiction, state, and record owner thereof. (c) The Borrower and each such Subsidiary has good, marketable and insurable fee simple title to all real property owned by it, and a valid leasehold interest in all real property leased by it, in each case free and clear of all Liens other than Permitted Liens.

Owned and Leased Real Property. (a) The address of each parcel of real property and any interest therein owned by the Company is set forth on Schedule 2.10(a) hereto (each such property or interest, together with any structures, improvements, easements and other rights on or appurtenant thereto, an "Owned Property"). (b) Each parcel of real property and any interest therein that the Company occupies, uses or otherwise has rights to pursuant to a lease, license, occupancy agreement or other agreement (each such agreement, together with all amendments, modifications, extensions and supplements thereto, a "Lease"), is referred to as "Leased Property". The Owned Properties and the Leased Properties are referred to collectively as the "Company Properties". Each Lease is in full force and effect and constitutes the valid and binding obligation of the Company, as applicable, enforceable against the Company in accordance with its terms. There exists no default, or any event which upon the giving of notice or the passage of time, or both, would give rise to any default, in the performance by the Company (or, to the knowledge of the Company, the lessor thereunder), of any of its obligations under any Lease, except for such defaults that, in the aggregate, could not reasonably be expected to have a Material Adverse Effect. (c) Except as described on Schedule 2.10(c), the Parent, the Company or one of the Company Subsidiaries is the sole owner and holder of (i) good and marketable fee title to each Owned Property, and (ii) a good, valid and existing leasehold estate, as tenant (or such other rights as described in such Schedule), in each Leased Property, in each case free and clear of all Liens and other encumbrances, restrictions and matters affecting title to or the use and occupancy of such Company Property, except as disclosed on Schedule 2.10(c) hereto ("Permitted Encumbrances"). No Company Property violates the terms or conditions of any Permitted Encumbrance, except for such violations that, in the aggregate, could not reasonably be expected to have a Material Adverse Effect. (d) To the knowledge of the Company, each Company Property is in good repair and no condition exists which would interfere with the Company's customary use and operation thereof, and no part of any Company Property is subject to any building or use restrictions that would restrict or prevent the current use and operation of such Company Property, except for such conditions or restrictions that, in the aggregate, could no...

Owned and Leased Real Property. (a) The Company does not own, and has never owned, any real property. (b) Section 3.10(b) of the Company Disclosure Schedule lists all Leases and lists the term of such Lease, any extension and expansion options, and the rent payable, security deposit, maintenance and like charges thereunder, and any advance rent thereunder. The Company has delivered to Parent complete and accurate copies of the Leases. The Company does not occupy any space other than pursuant to a Lease. With respect to each Lease: (i) such Lease is legal, valid, binding, enforceable and in full force and effect against the Company that is the party thereto, as applicable, and, to the Company’s Knowledge, against each other party thereto; (ii) such Lease will continue to be legal, valid, binding, enforceable and in full force and effect against the Company that is the party thereto, as applicable, and, to the Company’s Knowledge, against each other party thereto immediately following the Closing in accordance with the terms thereof as in effect immediately prior to the Closing; (iii) none of the Company or, to the Knowledge of the Company, any other party, is in breach or violation of, or default under, any such Lease, and no event has occurred, is pending or, to the Knowledge of the Company, is threatened, which, after the giving of notice, with lapse of time, or otherwise, would constitute any such breach or default by the Company or, to the Knowledge of the Company, any other party under such Lease; and no event has occurred that would give rise to a termination right under such Lease; (iv) there are no disputes, oral agreements or forbearance programs in effect as to such Lease; (v) the Company has not assigned, transferred, conveyed, mortgaged, subleased, licensed, deeded in trust or encumbered any interest in the leasehold or subleasehold; (vi) all facilities leased or subleased thereunder are supplied with utilities and other services adequate for the operation of said facilities; (vii) to the Knowledge of the Company, there are no Liens, easements, covenants or other restrictions applicable to the real property subject to such Lease which would reasonably be expected to impair the current uses or the occupancy by the Company of the property subject thereto; (viii) no construction, alteration or other leasehold improvement work with respect to the Lease remains to be paid for or performed by the Company; (ix) the Company is not obligated to pay any leasing or brokerage commission r...

Owned and Leased Real Property. Neither NAI nor any NAI Subsidiary owns any real property. Set forth on Schedule 2.9 is a true, complete and accurate list of all leases of real property under which NAI or any NAI Subsidiary is either the lessor or lessee. To the best knowledge of the Sellers, each such lease is the legal, valid and binding obligation of the lessor and lessee thereof, enforceable in accordance with its terms. True, complete and correct copies of all leases have been delivered to the Buyer.

Owned and Leased Real Property. Schedule 8.1(g) contains a full and accurate description of all immovable property and real estate owned by each Credit Party or used in the course of the DAVIDsTEA Business (the “Real Property”), including a cadastral number or legal description of all such property in which it has a real right and the name and address of the landlord of any leased premises.