Common use of Real Property; Personal Property Clause in Contracts

Real Property; Personal Property. (a) Schedule 3.7(a) sets forth a list of all leases and subleases as of the date hereof that are used for, or held for use in, the Business (the “Real Property Leases,” and the leasehold interest, “Leased Real Property”). Except as set forth on Schedule 3.7(a), except as may be limited by the Enforceability Exceptions and subject to the approval of the Bankruptcy Court, as applicable, the Seller Group has a valid, binding and enforceable leasehold interest under each of the Leased Real Properties, free and clear of all Liens (other than Permitted Liens). Except as a result of, or arising in connection with, the filing of the Bankruptcy Cases, the Seller Group has not received any written notice of any material default or event that (with due notice or lapse of time or both) would constitute a material default by the Seller Group under any Real Property Lease, other than defaults that have been cured or waived in writing. (b) Schedule 3.7(b) sets forth a list of all material leases of tangible assets and other personal property of the Seller Group used primarily in connection with the Business as of the date hereof. Each member of the Seller Group has good and valid title to, or in the case of leased tangible assets and other personal property, a valid leasehold interest in (or other right to use), all of the material tangible assets and other personal property that are necessary for such member of the Seller Group to conduct the Business, in each case, free and clear of all Liens (other than Permitted Liens). All such material tangible assets and other personal property are in good condition and repair in all material respects, normal wear and tear excepted.

Real Property; Personal Property. (a) The Company does not own any freehold interest in any real property. (b) Schedule 3.7(a3.10(b) sets forth a list of all leases and subleases as of the date hereof that are used for, Agreement Date pursuant to which the Company leases or held for use in, the Business subleases real property (the “Real Property Leases,” and such leased or subleased real property, the leasehold interest, “Leased Real Property”). Except as set forth on Schedule 3.7(a3.10(b), and except as may be limited by the Enforceability Exceptions and subject to any consents required under Real Property Leases in connection with the approval of the Bankruptcy Court, as applicableTransactions set forth in Schedule 3.4, the Seller Group Company has a valid, binding binding, and enforceable leasehold interest under each of the Leased Real Properties, free and clear of all Liens (other than Permitted Liens). Except as a result ofSince January 1, or arising in connection with2020, the filing of the Bankruptcy Cases, the Seller Group Company has not received any written notice of any material default or event that (with due notice or lapse of time or both) would constitute a material default by the Seller Group Company under any Real Property Lease, other than defaults that have been cured or waived in writing. The Company has Made Available to Purchaser true, correct, and complete copies of each Real Property Lease listed on Schedule 3.10(b), together with all amendments thereto. (bc) Schedule 3.7(b3.10(c) sets forth a list of all material leases of tangible assets and other personal property of the Seller Group used primarily in connection with the Business Company as of the date hereofAgreement Date involving annual payments in excess of $100,000 (the “Personal Property Leases”). Each member of the Seller Group The Company has good and valid title to, or in the case of leased tangible assets and other personal property, a valid leasehold interest in (or other right to use), all of the material tangible assets and other personal property that are necessary for such member of the Seller Group Company to conduct the Businessbusiness of the Company as it is conducted on the Agreement Date, in each case, free and clear of all Liens (other than Permitted Liens). All such material tangible assets and other personal property are in good condition and repair in all material respectsrepair, normal wear and tear excepted.

Real Property; Personal Property. (a) Schedule 3.7(a3.10(a) sets forth a list of all leases and subleases as of the date hereof that are used for, or held for use in, the Business (the “Real Property Leases,” and the leasehold interest, “Leased Real Property”). Except as set forth on Schedule 3.7(a3.10(a), except as may be limited by the Enforceability Exceptions and subject to the approval of the Bankruptcy Court, as applicable, the Seller Group has a valid, binding and enforceable leasehold interest under each of the Leased Real Properties, free and clear of all Liens (other than Permitted Liens). Except as a result of, or arising in connection with, the filing of the Bankruptcy Cases, the Seller Group has not received any written notice of any material default or event that (with due notice or lapse of time or both) would constitute a material default by the Seller Group under any Real Property Lease, other than defaults that have been cured or waived in writing. (b) Schedule 3.7(b3.10(b) sets forth a list of all material leases of tangible assets and other personal property of the Seller Group used primarily in connection with the Business as of the date hereof. Each member of the Seller Group has good and valid title to, or in the case of leased tangible assets and other personal property, a valid leasehold interest in (or other right to use), all of the material tangible assets and other personal property that are necessary for such member of the Seller Group to conduct the Business, in each case, free and clear of all Liens (other than Permitted Liens). All such material tangible assets and other personal property are in good condition and repair in all material respects, normal wear and tear excepted.

Real Property; Personal Property. (a) Schedule 3.7(a3.10(a) sets forth a list of all leases and subleases as of the date hereof Original Original Agreement Date that are used for, or held for use in, the Business (the “Real Property Leases,” and the leasehold interest, “Leased Real Property”). Except as set forth on Schedule 3.7(a3.10(a), except as may be limited by the Enforceability Exceptions and subject to the approval of the Bankruptcy Court, as applicable, the Seller Group has a valid, binding and enforceable leasehold interest under each of the Leased Real Properties, free and clear of all Liens (other than Permitted Liens). Except as a result of, or arising in connection with, the filing of the Bankruptcy Cases, the Seller Group has not received any written notice of any material default or event that (with due notice or lapse of time or both) would constitute a material default by the Seller Group under any Real Property Lease, other than defaults that have been cured or waived in writing. (b) Schedule 3.7(b3.10(b) sets forth a list of all material leases of tangible assets and other personal property of the Seller Group used primarily in connection with the Business as of the date hereofOriginal Agreement Date. Each member of the Seller Group has good and valid title to, or in the case of leased tangible assets and other personal property, a valid leasehold interest in (or other right to use), all of the material tangible assets and other personal property that are necessary for such member of the Seller Group to conduct the Business, in each case, free and clear of all Liens (other than Permitted Liens). All such material tangible assets and other personal property are in good condition and repair in all material respects, normal wear and tear excepted.