Owned Real Property and Leased Real Property Sample Clauses

The 'Owned Real Property and Leased Real Property' clause defines the parties' rights, interests, and obligations regarding real estate assets that are either owned outright or held under lease agreements. It typically requires the disclosure and description of all real property involved in the transaction, including details such as addresses, legal descriptions, and the nature of ownership or leasehold interests. This clause ensures that all relevant real estate is properly identified and accounted for, thereby preventing disputes over property rights and clarifying the scope of assets included in the agreement.
Owned Real Property and Leased Real Property. (a) Except as set forth on Schedule 4.7(a), the Transferred Real Property and the Real Property owned or leased by Skyware is the only Real Property currently used by the Sellers or Skyware in connection with the Business. (b) Subject to the Permitted Liens, except as set forth on Schedule 4.7(b), neither the Sellers nor Skyware have assigned, subleased or otherwise encumbered their rights in any Transferred Real Property Lease or any lease for Real Property leased by Skyware, as the case may be. The Sellers have provided the Purchasers with complete and correct copies of all Transferred Real Property Leases and all leases of Real Property leased by Skyware. No Transferred Real Property Lease and no lease for Real Property leased by Skyware has been modified, changed, altered or amended in any material way from the copy of the Transferred Real Property Lease, or the lease of the Real Property leased by Skyware, as the case may be, delivered to the Purchaser pursuant to this Agreement, nor has any Seller or Skyware received any written notice, or to the Sellers’ Knowledge oral notice, of termination with respect to any material Transferred Real Property Lease or any material lease of Real Property leased by Skyware. To the Sellers’ Knowledge, except as set forth on Schedule 4.7(b), the Transferred Real Property Leases and the leases of Real Property leased by Skyware are in full force and effect. None of the Sellers or Skyware (as applicable) is in default under any material term of the Transferred Real Property Leases, or any lease of Real Property leased by Skyware, as the case may be, nor to the Sellers’ Knowledge, has any event occurred which, with notice or the passage of time, or both, would give rise to such a default by a Seller or Skyware (as applicable). To the Sellers’ Knowledge, no other party to any Transferred Real Property Lease or any lease of Real Property leased by Skyware is in default thereunder. (c) Subject to the Permitted Liens, a Seller has the right to sell, convey, transfer, assign and deliver the Transferred Owned Real Property to the Purchaser, and at the Closing such Seller shall convey to the Purchaser good and marketable fee simple title to the Transferred Owned Real Property, free and clear of all Liens (other than Permitted Liens). (d) Except as set forth on Schedule 4.7(d), neither the Sellers nor Skyware have received any written, or, to Seller’s Knowledge, oral notices from any Governmental Authority stating or alleging t...
Owned Real Property and Leased Real Property. (a) Schedule 4.8 includes a list of all real property owned by a Seller (under the heading “Owned Real Property”) and all real property leased by a Seller (with annual aggregate lease payments in excess of $10,000) (under the heading “Leased Real Property”), in each case, used solely or primarily in connection with the operation of the Business. The Owned Real Property and the Leased Real Property set forth on Schedule 4.8 is the only real property currently used or held for use by the Sellers in connection with the Business. (b) Except as set forth on Schedule 4.8, (i) the continued use, occupancy and operation of the Transferred Real Property as currently used, occupied and operated do not constitute a material violation of any applicable building, zoning, subdivision and other land use laws, regulations and ordinances and (ii) to the Sellers’ knowledge, the plants included in the Transferred Owned Real Property currently have access to (A) public or private roads for ingress to an egress from all such plants and (B) public or private water supply, storm and sanitary sewer facilities, telephone, gas, and electrical connections, in each case over public roads or property or valid easements over private roads or property, and in each case as is reasonably necessary for the conduct of the Business as presently conducted. (c) Except as set forth in Schedule 4.8, with respect to each Transferred Real Property Lease, (i) the Transferred Real Property Lease is valid, binding, in effect and enforceable in accordance with its terms; (ii) such Transferred Real Property Lease has not been amended, extended or otherwise modified; (iii) MCI has made available to the Purchasers copies of such Transferred Real Property Lease and all amendments, extensions and other modifications thereof (and not withheld any such documents or parts thereof for confidentiality or otherwise); (iv) as to the tenant, there does not exist under such Transferred Real Property Lease any material default or material event of default or event which with notice or lapse of time or both would constitute a material default or material event of default; (v) the transactions contemplated by this Agreement will not, under the terms of the Transferred Real Property Lease, (A) result in any default or event of default under the Transferred Real Property Lease, (B) give the landlord under the Transferred Real Property Lease a right to terminate the Transferred Real Property Lease or (C) require any paym...
Owned Real Property and Leased Real Property. With respect to the Owned Real Property and the Leased Real Property (the "Real Property"), except as provided in Schedule 4.1.7 hereto: (i) To Seller's knowledge, there are no pending actions against or affecting the Real Property; (ii) The Real Property (including all improvements, parking areas, utilities and HVAC systems) is being sold in "as is" condition; provided, however, that all major equipment systems included herein shall be in working condition on the Closing Date; (iii) The Real Property currently has unrestricted vehicular and pedestrian ingress and egress access to publicly dedicated and publicly maintained roads or streets, the failure of which would not result in more than an insignificant adverse impact on the operation of the Restaurants; (iv) Seller has not released or discharged nor, to Seller's knowledge (for purposes of this Agreement, to Seller's knowledge shall be deemed to be knowledge at the Louisville headquarters level, without any special investigation, of factors that would have more than an insignificant adverse impact on the operation of the Restaurants), has any third party released or discharged, any hazardous substance on the Real Property. Seller agrees to provide Purchaser with copies of any environmental surveys, audits or other reports relating to the Restaurants of which it is aware in its possession;
Owned Real Property and Leased Real Property. The Company owns no real property. The property which the Company occupies is owned by the Stockholders, ▇▇▇▇ ▇. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇. We do not have a lease, but are on a month-to-month rental. The amount of the rental is $8,666 per month and is paid in the following manner: $2,000 from United Terrazzo: $ 1,000 to ▇▇▇▇ ▇▇▇▇▇▇ $ 1,000 to ▇▇▇▇▇▇ ▇▇▇▇▇▇, Trustee $6,666 from ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇: $ 3,000 to ▇▇▇▇▇▇ ▇▇▇▇▇▇, Trustee $ 3,666 to ▇▇▇▇ ▇▇▇▇▇▇ The amount paid to the owners from ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ is being taken out of the AAA.
Owned Real Property and Leased Real Property. (i) The Owned Real Property and the Leased Real Property constitutes all of the real property necessary for the Company to operate its business as it is currently being conducted other than property to be leased on a temporary basis for particular construction projects or other jobs for customers. (ii) None of the Owned Real Property is subject to any right or option of any Person to purchase, lease or otherwise obtain title to such property, except in connection with the mortgage liens reflected on Schedule 3.
Owned Real Property and Leased Real Property. All of the Owned Real Property described on Schedule 2.1(a)(3)(i) and rights under leases for all Leased Real Property described on Schedule 2.1(a)(3)(ii), which Real Property shall include, without limitation all appurtenant rights and easements and all buildings, structures, improvements, plants, facilities, and fixtures located thereon;

Related to Owned Real Property and Leased Real Property

  • Leased Real Property (i) Ibis does not own any real property and the ownership of any real property is not necessary for the operation of the Business. Ibis does not lease, sublease, license or otherwise grant any Person the right to use any real property. Neither Isis nor any of its Affiliates leases, subleases, licenses or occupies any real property used or occupied by, or necessary for the operation or conduct of, the Business. (ii) Schedule 5.1(w)(ii) sets forth the names of the lessor and lessee, the address of each parcel of real property used by Ibis (collectively, the “Leased Real Property”), and a list of all leases, subleases, licenses and other agreements (whether written or oral) (collectively, “Leases”) for each such Leased Real Property. None of the Leases is a ground lease. Ibis and Isis have delivered to AMI a true and complete copy of each such Lease document, and in the case of any oral Lease, a written summary of the material terms of such Lease. Ibis does not own any structures, improvements or fixtures located on any Leased Real Property (collectively, “Leasehold Improvements”) and no Leasehold Improvements other than those provided to Ibis under the Corporate Services Agreement are material to the operation of the Business. (iii) Each such Lease is legal, valid, binding, enforceable and in full force and effect. (iv) Neither Ibis nor, to Isis’ or Ibis’ Knowledge, any other party to a Lease is in breach or default under such Lease, no event has occurred or circumstance exists which, with the delivery of notice, the passage of time or both, could reasonably be expected to constitute such a breach or default, or permit the termination, modification or acceleration of rent under such Lease and neither Ibis nor Isis has received notice that the Leased Real Property is in violation of any Applicable Law. (v) No security deposit or portion thereof deposited with respect to such Lease has been applied in respect of a breach or default under such Lease which has not been redeposited in full. Neither Ibis nor any other Person owes any brokerage commissions, finder’s fees, free rent or allowances with respect to such Lease.

  • Owned Real Property The Company does not own any real property.

  • Real Property (a) Neither the Company nor any of its Subsidiaries owns or has ever owned any real property. (b) Section 3.15(b) of the Company Disclosure Letter contains a complete and accurate list of all of the existing material leases, subleases, licenses or other agreements under which the Company or any of its Subsidiaries uses or occupies or has the right to use or occupy, now or in the future, any real property in excess of 7,500 square feet (such property, the “Leased Real Property”, and each such lease, sublease, license or other agreement, a “Lease”). The Company has heretofore delivered or made available to Newco a complete and accurate copy of all Leases (including all modifications, amendments, supplements, waivers and side letters thereto). With respect to each of the Leases: (A) the Company’s or Subsidiary’s possession and quiet enjoyment of the Leased Real Property under such Lease has not been disturbed, and to the Company’s or Subsidiary’s knowledge, there are no disputes with respect to such Lease; (B) the Company or Subsidiary has not collaterally assigned or granted any other security interest in such Lease or any interest therein; (C) the Company or Subsidiary has not subleased, licensed or otherwise granted any Person the right to use or occupy such Leased Real Property or any portion thereof; and (D) there are no liens or encumbrances on the estate or interest created by such Lease, other than Permitted Liens which are not of the type described in clause (iii) of the definition thereof. The Company and/or its Subsidiaries have and own valid leasehold estates in the Leased Real Property, free and clear of all liens other than Permitted Liens. To the knowledge of the Company, neither the Company nor any of its Subsidiaries is in material breach of or default under any Lease. (c) Section 3.15(c) of the Company Disclosure Letter contains a complete and accurate list of all of the existing subleases, licenses or similar agreements (each a “Sublease”) granting to any Person, other than the Company or any of its Subsidiaries, any right to use or occupy, now or in the future, any of the Leased Real Property. With respect to each of the Subleases: (A) to the Company’s Knowledge, there are no disputes with respect to such Sublease; and (B) the other party to such Sublease is not an Affiliate of, and otherwise does not have any economic interest in, the Company or any Subsidiary. (d) Section 3.15(d) of the Company Disclosure Letter sets forth for each Lease and Sublease (i) the expiration date of such Lease or Sublease, (ii) any payments in connection with such Lease or Sublease triggered or accelerated in connection with the transactions contemplated by this Agreement and (iii) the amount of the security deposit, if any, applicable to such Lease or Sublease.

  • Location of Real Property and Leased Premises (a) Schedule 3.20(a) lists completely and correctly as of the Closing Date all real property owned by the Borrower and the Subsidiaries and the addresses thereof. The Borrower and the Subsidiaries own in fee all the real property set forth on Schedule 3.20(a). (b) Schedule 3.20(b) lists completely and correctly as of the Closing Date all real property leased by the Borrower and the Subsidiaries and the addresses thereof. The Borrower and the Subsidiaries have valid leases in all the real property set forth on Schedule 3.20(b).

  • Real Property; Leasehold (a) No Acquired Corporation owns any, nor has any Acquired Corporation ever owned any, real property, nor is any Acquired Corporation party to any agreement to purchase or sell any real property. (b) Part ?3.8(b) of the Disclosure Schedule sets forth a list of each lease, sublease or other agreement (the “Company Leases”) pursuant to which any of the Acquired Corporations leases real property from any other Person. (All real property leased to the Acquired Corporations, including all buildings, structures, fixtures and other improvements leased to the Acquired Corporations, are referred to as the “Leased Real Property”). The present use and operation of the Leased Real Property is authorized by, and is in compliance in all material respects with, all applicable zoning, land use, building, fire, health, labor, safety and environmental laws and other Legal Requirements. There is no Legal Proceeding pending, or to the knowledge of the Company threatened, that challenges or adversely affects, or would challenge or adversely affect, the continuation of the present ownership, use or operation of any Leased Real Property. To the knowledge of the Company, there is no existing plan or study by any Governmental Body or by any other Person that challenges or otherwise adversely affects the continuation of the present ownership, use or operation of any Leased Real Property. There are no subleases, licenses, occupancy agreements or other contractual obligations that grant the right of use or occupancy of any of the Leased Real Property to any Person other than the Acquired Corporations, and there is no Person in possession of any of the Leased Real Property other than the Acquired Corporations. Each of the Acquired Corporations has complied in all material respects with the terms of all leases (to which they are parties) relating to the Leased Real Property, and all such leases are in full force and effect in all material respects. To the knowledge of the Company, the Leased Real Property is in good operating condition and repair. The Company has Made Available to Parent accurate and complete copies of all leases, subleases or other material agreements pursuant to which any of the Acquired Corporations leases real property from any other Person. To the knowledge of the Company, no Acquired Corporation is party to any Contract or subject to any claim that may require the payment of any real estate brokerage commissions, and no commission is owed with respect to any of the Leased Real Property.