Real Property Leased Clause Samples
Real Property Leased. Seller's interest, as lessee, in the Real Property Leased;
Real Property Leased. Each Selling Entity's interest, as a lessee, in the real property leased by such Selling Entity described on Schedule 2.1(b), and any easements, deposits or other rights pertaining thereto;
Real Property Leased. The attached Schedule 3.9 lists and briefly describes all real properties leased or subleased to Seller and used in connection with the operation of the Meridian Business (the "Leased Real Property"). Except as set forth on Schedule 3.9, no property insurer or similar body has made any recommendations with respect to any parcel of Leased Real Property which have not been complied with, and all structures on the Leased Real Property meet all qualifications for "highly protected risk" classification for fire insurance purposes. Except as set forth on Schedule 3.9, and except for the properties identified in Schedule 3.9, Seller has never leased or subleased any real property for use in connection with the operation of the Meridian Business. Seller has delivered to Purchaser true, correct and complete copies of the leases and subleases listed on the attached Schedule 3.9. Except as disclosed on Schedule 3.9, all of the Meridian Assets are located at the Leased Real Property. Except as set forth on the attached Schedule 3.9, with respect to each such lease or sublease:
(a) the lease or sublease is legal, valid, binding, enforceable and in full force and effect;
(b) the lease or sublease will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the Closing;
(c) neither Seller nor any other party to the lease or sublease is in breach or default, and no event has occurred which, with notice or lapse of time, could constitute such a breach or default or permit termination, modification or acceleration under the lease or sublease;
(d) no party to the lease or sublease has repudiated any of its provisions;
(e) there are no disputes, oral agreements or forbearance programs in effect as to the lease or sublease;
(f) Seller has not assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered all or any portion of its interest in the leasehold or subleasehold;
(g) all facilities leased or subleased under the lease or sublease have been operated and maintained in accordance with applicable laws, rules and regulations;
(h) all facilities leased or subleased under the lease or sublease are supplied with utilities and other services necessary for the operation of such facilities; and
(i) all facilities leased or subleased under the lease or sublease are in good operating condition, and would not, with ordinary wear and tear, require major repair or replacement during the remainder of the lease term.
Real Property Leased. The attached Schedule 1.2(k) lists and briefly describes all real properties leased or subleased to an Origen Entity or B▇▇▇▇▇▇ for use in connection with the operation of the Business (the "Leased Real Property"). Origen has delivered to the Company true, correct and complete copies of the leases and subleases listed on the attached Schedule 1.2(k). Except as set forth on the attached Schedule 4.8, with respect to each such lease or sublease:
(a) the lease or sublease is legal, valid, binding, enforceable and in full force and effect;
(b) the lease or sublease will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the Closing;
(c) no Origen Entity nor, to the Knowledge of Origen and B▇▇▇▇▇▇, no other party to the lease or sublease is in breach or default, and with respect to B▇▇▇▇▇▇ and any Origen Entity, no event has occurred, and with respect to any other party thereto, to the Knowledge of Origen and B▇▇▇▇▇▇, no event has occurred which, with notice or lapse of time, would constitute such a breach or default or permit termination, modification or acceleration under the lease or sublease;
(d) no party to the lease or sublease has repudiated any of its provisions;
(e) there are no disputes, oral agreements or forbearance programs in effect as to the lease or sublease;
(f) Neither B▇▇▇▇▇▇ nor any Origen Entity, as the case may be, has assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered all or any portion of its interest in the leasehold or subleasehold;
(g) all facilities leased or subleased under the lease or sublease have been operated and maintained in material compliance with applicable laws, rules and regulations;
(h) all facilities leased or subleased under the lease or sublease are supplied with utilities and other services necessary for the operation of such facilities; and
(i) all facilities leased or subleased under the lease or sublease are in good operating condition, and would not, with ordinary wear and tear, require major repair or replacement during the remainder of the lease term. Except as set forth on the attached Schedule 4.8, no property insurer or similar body has made any recommendations with respect to any parcel of Leased Real Property which have not been complied with in all material respects, and all structures on the Leased Real Property meet all qualifications for "highly protected risk" classification for fire insurance purposes.
Real Property Leased. To the extent available, its complete address (including county);
Real Property Leased. The Company owns no real property. Schedule 2.11 attached hereto is a complete and accurate description of each parcel of real property which is leased by or to the Company as of the Closing. All the leases listed in Schedule 2.11 are valid and in full force on their present terms and conditions. Except as indicated in said Schedule 2.11, there does not exist any default or event that with notice or lapse of time, or both, would constitute a default under any of such leases. Except as set forth in Schedule 2.11, all such leases will be unaffected by the sale of the Company Shares hereunder so that, after such sale, the Company will remain entitled to the full benefits thereof.
Real Property Leased. The attached Schedule 3.9 lists and briefly describes all real properties leased or subleased to Seller and used in connection with the operation of the Business (the "Leased Real Property"). No property insurer or similar body has made any recommendations with respect to any parcel of Leased Real Property which have not been complied with, and except for leased property located in the United Kingdom and Billerica, as listed on Schedule 3.9, all structures on the Leased Real Property meet all qualifications for "highly protected risk" classification for fire insurance purposes. Seller has delivered to Purchaser true, correct and complete copies of the leases and subleases listed on the attached Schedule 3.9. All of the Assets are located at the Leased Real Property. Each such lease or sublease is
(a) legal, valid, binding, enforceable and in full force and effect;
(b) will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the Closing;
(c) neither Seller nor any other party to the lease or sublease is in breach or default, and no event has occurred which, with notice or lapse of time,
Real Property Leased. Section 3.16 of the Seller Disclosure -------------------- Schedule lists and briefly describes all real properties leased or subleased to Seller for use solely in connection with the RPD business (the "Leases"). Seller has delivered to Buyer correct and complete copies of the Leases. With respect to each such Lease:
(a) to Seller's knowledge, each Lease is legal, valid, binding, enforceable and in full force and effect except as limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to or affecting creditors' rights generally, including the effect of statutory and other laws regarding fraudulent conveyances and preferential transfers and subject to the limitations imposed by general equitable principles (regardless of whether such enforceability is considered in a proceeding at law or in equity);
(b) to Seller's knowledge, each Lease will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the Closing except to the extent such terms are changed in connection with the transactions contemplated hereby and except as limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to or affecting creditors' rights generally, including the effect of statutory and other laws regarding fraudulent conveyances and preferential transfers and subject to the limitations imposed by general equitable principles (regardless of whether such enforceability is considered in a proceeding at law or in equity);
(c) Seller has not assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in any Lease.
Real Property Leased. Section 2.14 of the Cartesian Disclosure Schedule lists and briefly describes all real properties leased or subleased to Cartesian or its Subsidiary and used in connection with the operation of their respective businesses (the “Leased Real Property”). Except for the Leased Real Property or as set forth in Section 2.14 of the Cartesian Disclosure Schedule, neither Cartesian nor its Subsidiary has ever leased or subleased any real property for use in connection with the operation of its business. Cartesian has delivered to Parent true, correct and complete copies of the leases and subleases listed in Section 2.14 of the Cartesian Disclosure Schedule.
Real Property Leased. With respect to each parcel of real property which is leased by the Company, please provide copies of and/or information pertaining to:
a. lease agreement and any addendums b. any correspondence from the landlord from the last six months.