Owned Real Property Sample Clauses
The "Owned Real Property" clause defines and lists all real estate assets that a party owns at the time of entering into an agreement. This typically includes a schedule or exhibit detailing the addresses, legal descriptions, and any relevant encumbrances or liens on the properties. By clearly identifying these assets, the clause ensures transparency regarding property ownership and helps prevent disputes over what real estate is included in the transaction or subject to representations and warranties.
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Owned Real Property. Seller does not own any real property.
Owned Real Property. 10 2.12 Real Property Leases.......................................10 2.13 Inventory..................................................11 2.14
Owned Real Property. The Company does not own any real property, except as otherwise listed in Section 2.11 of the Disclosure Schedule.
Owned Real Property. Neither the Parent nor any Parent Subsidiary owns any real property.
Owned Real Property. Neither the Company nor any of its Subsidiaries owns any real property.
Owned Real Property. (a) Schedule 3.15(a) sets out the municipal address and a complete and accurate legal description of all the real property used in the Business and owned by an ELN Company (“Owned Real Property”).
(b) The applicable ELN Company has the exclusive right to possess, use and occupy, and has good and marketable legal and beneficial title in fee simple to, all of the Owned Real Property, free and clear of all Liens except Permitted Liens.
(c) Except as set forth in Schedule 3.15(c), none of the ELN Companies have granted to any Person any right of first refusal, right of first opportunity, option or similar rights to purchase any of the Owned Real Property or any interest therein or any part thereof. Except as set forth in Schedule 3.15(c), no ELN Company has leased (as landlord) any portion of the Owned Real Property to any Person.
(d) Except as set forth in Schedule 3.22, none of the ELN Companies has received any notice of non-compliance of the existing uses of the Owned Real Property with any Applicable Laws that would, in the aggregate, materially adversely affect the ability to carry on the Business upon the Owned Real Property substantially as it has been carried on in the past.
(e) To the Knowledge of the Seller, the current uses of the Owned Real Property are permitted under current zoning regulations. Neither the Seller nor any ELN Company has a current application for a re-zoning of any of the Owned Real Property that would materially adversely affect the ability to carry on the Business upon the relevant Owned Real Property substantially as it has been carried on in the past.
(f) There are no pending or to the Knowledge of the Seller, threatened expropriation or condemnation proceedings relating to any of the Owned Real Property.
(g) To the Knowledge of the Seller, there are no pending or proposed assessments, capital charges or levies assessed or to be assessed against any of the Owned Real Property by a Governmental Authority.
(h) To the Knowledge of the Seller, there are no outstanding judgments, writs of execution, seizures, injunctions or directives with respect to the Owned Real Property.
(i) Neither the Company nor the Seller has received notices from any Governmental Authority of any work orders or directives or notices of deficiency capable of resulting in work orders or directives with respect to the Owned Real Property that would individually or in the aggregate materially adversely affect the ability to carry on the Business upon the rele...
Owned Real Property. Section 5.13 of the Disclosure Schedule contains a full, complete and accurate list of the property address of all Owned Real Property, along with the specific entity that owns each parcel of Owned Real Property. With respect to each piece of Owned Real Property:
(a) the Company or the applicable Consolidated Subsidiary, as listed on Section 5.13 of the Disclosure Schedule, has good and clear record and marketable fee simple title to such Owned Real Property, and to Seller’s and Company’s Knowledge, is insurable by a recognized national title insurance company at standard rates, free and clear of any Lien (other than Permitted Encumbrances), easement, environmental lien, environmental use restriction, covenant or other restriction, except for recorded easements, covenants and other non-environmental restrictions which do not impair the uses, occupancy or value of such Owned Real Property;
(b) there are no (i) pending or, to the Knowledge of the Company, threatened condemnation proceedings relating to such Owned Real Property, (ii) pending or, to the Knowledge of the Company, threatened litigation or administrative actions relating to such Owned Real Property or (iii) other matters affecting adversely the Company’s or any Consolidated Subsidiary’s use of the Owned Real Property for the operation of its business or the value thereof], other than such proceedings, claims or matters that would not have a Material Adverse Effect;
(c) except as set forth on Section 5.13(c) of the Disclosure Schedule, there are no leases, subleases, licenses or agreements, written or oral, granting to any third party or parties the right of use or occupancy of any portion of such Owned Real Property, provided leases under negotiation as of the Effective Date are not included in Section 5.13(c) but will be added if executed prior to Closing; no one, other than the owner of each parcel of Owned Real Property, is in possession of all or any portion of the Owned Real Property under any unrecorded leases, tenancy at will or otherwise; and all Consolidated Subsidiary or Affiliate leases are completely and accurately set forth on Section 5.13(c) of the Disclosure Schedule;
(d) the Company has no Knowledge of any material violation of any covenants, restrictions, easements, agreements, conditions, codes or zoning ordinances affecting the Owned Real Property;
(e) there are no outstanding options or rights of first refusal to purchase, lease or use such Owned Real Property, or any material...
Owned Real Property. With respect to each Owned Real Property:
(i) Section 3.7(a) of the Seller Disclosure Schedule sets forth an accurate and complete list (including street address, current owner and legal description);
(ii) the current owner has good and marketable indefeasible fee simple title to each Owned Real Property, free and clear of any Encumbrance;
(iii) except as set forth on Section 3.7(a) of the Seller Disclosure Schedule, no member of the Seller Group has leased, subleased, licensed or otherwise granted to any person the right to possess, use or occupy the Owned Real Property or any portion thereof;
(iv) there are no outstanding options or rights of first refusal or other agreements granting to any person or entity any right to purchase or lease the Owned Real Property (other than the right of the Purchaser pursuant to this Agreement), or any portion thereof or interest therein;
(v) no member of the Seller Group has received any written notice of any pending or threatened condemnation proceedings in the nature of eminent domain in connection with any parcel of the Owned Real Property;
(vi) to Seller’s Knowledge, there are no agreements, orders, licenses, permits, conditions or other directives issued by a Governmental Authority which relate to the future use or require any change in the present use or operations of the Owned Real Property; and
(vii) all utilities currently servicing the Owned Real Properties are, to Seller’s Knowledge, properly installed, connected and operating, with all outstanding charges paid in full (or paid in full as of the Closing), and are sufficient for the operation of the Business as currently conducted.
Owned Real Property. The Company does not own any real property.
Owned Real Property. No Group Company owns any real property.