Owned Real Properties. Schedule 3.17(a) sets forth the mailing address of each Owned Real Property. With respect to each Owned Real Property: (A) the Group Company that owns such Real Property (the “Real Property Owner”) has good and marketable fee simple title to such Owned Real Property, which shall be free and clear of all Liens as of the Closing, except Permitted Liens, (B) except as set forth in Schedule 3.17(a) and except for any applicable Material Contracts, there are no written leases, concessions or other Contracts granting to any Person other than a Group Company the right to use or occupy such Owned Real Property or any portion thereof; (C) except as set forth in Schedule 3.17(a), the right of Buyer pursuant to this Agreement, and any rights benefiting the Group Companies, there are no outstanding purchase and sale contracts, options, rights of first offer, rights of first refusal to purchase, or rights of repurchase or forfeiture of or with respect to such Owned Real Property or any portion thereof or interest therein, other than any rights that may be granted by Law under the PMPA, (D) the Real Property Owner is not a party to any agreement or option to purchase any real property or interest therein relating to the Group Companies’ business, (E) neither Seller nor the Real Property Owner has received any written notice of Proceedings pending and, to the Knowledge of the Company and the Real Property Owner, there are no Proceedings threatened against or affecting, such Owned Real Property or any portion thereof or interest therein in the nature of or in lieu of condemnation or eminent domain proceedings, and (F) there are no consents or approvals related to such Owned Real Property required for the consummation of the transactions contemplated by this Agreement except as set forth in Schedule 3.17 (a).
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Sources: Stock Purchase Agreement
Owned Real Properties. Schedule 3.17(a) sets forth the mailing address of each Owned Real Property. With respect to each Owned Real Property: (A) the Group Company that owns such Real Property (the “Real Property Owner”) has good and marketable fee simple title to such Owned Real Property, which shall be free and clear of all Liens as of the Closing, except Permitted Liens, (B) except as set forth in Schedule 3.17(a) and except for any applicable Material Contracts, there are no written leases, concessions or other Contracts granting to any Person other than a Group Company the right to use or occupy such Owned Real Property or any portion thereof; (C) except as set forth in Schedule 3.17(a), the right of Buyer pursuant to this Agreement, and any rights benefiting the Group Companies, there are no outstanding purchase and sale contracts, options, rights of first offer, rights of first refusal to purchase, or rights of repurchase or forfeiture of or with respect to such Owned Real Property or any portion thereof or interest therein, other than any rights that may be granted by Law under the PMPA, (D) the Real Property Owner is not a party to any agreement or option to purchase any real property or interest therein relating to the Group Companies’ business, (E) neither Seller nor the Real Property Owner has received any written notice of Proceedings pending and, to the Knowledge of the Company and the Real Property Owner, there are no Proceedings threatened against or affecting, such Owned Real Property or any portion thereof or interest therein in the nature of or in lieu of condemnation or eminent domain proceedings, and (F) there are no consents or approvals related to such Owned Real Property required for the consummation of the transactions contemplated by this Agreement except as set forth in Schedule 3.17 (a3.17(a).
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