Common use of Title to Property Clause in Contracts

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described as otherwise stated in the General Disclosure Package and the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all . All of the leases and subleases material to the business of the Company and its subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such subsidiary of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where the failure of such would not have leases or subleases to be in full force and effect and any such claim, if the subject of an unfavorable decision, ruling or finding, could not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or Prospectus, (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariessubsidiaries or (c) could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. None of the Company or its subsidiaries owns any real property. The Company and its subsidiaries have has good and marketable title to all real personal property owned by the Company and its subsidiaries it and good title to all other properties owned by themit, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions encumbrances or encumbrances defects of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the such leases or subleases mentioned abovesubleases, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries do not own any real property. The Company and its subsidiaries have good and marketable title to all real personal property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (Bb) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed reasonably be expected to be made of such property by the Company or any of its subsidiariesresult in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned aboveunder which the Company or any of its subsidiaries holds properties as described in the Registration Statement, the General Disclosure Package and the Prospectus, or affecting or questioning the rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or subleasesublease which would, except where such would not have singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package Registration Statement and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and Registration Statement or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described as otherwise stated in the Registration Statement, the General Disclosure Package and the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property the properties owned by the Company and its Subsidiaries considered as one enterprise and do not interfere in any material respect with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all properties. All of the leases and subleases material to the business of the Company and its subsidiaries, Subsidiaries considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectusproperties, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such Subsidiary of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use primary uses made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effecteffect as of the dates set forth therein, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease which, except where such singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would not have result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus Prospectus, or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Final Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Final Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any written, or to the Company’s knowledge, oral notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by themthem that is material to the business of the Company and its subsidiaries, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all . All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the its rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, above or affecting or questioning the its rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by themthem that are material to the business of the Company, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries the Group Entities have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesresult in a Material Adverse Effect; and except as disclosed in the Registration Statement, the General Disclosure Package and the Prospectus, all of the leases and subleases material to the business of the Company and its subsidiariesthe Group Entities, considered as one enterprise, and under which the Company or any of its subsidiaries the Group Entities holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Group Entities has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Group Entities under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries the Group Entities to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package Registration Statement and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do would not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all have a Material Adverse Effect. All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package Registration Statement and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases such lease or subleases mentioned above, sublease or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease and that, except where in any such case, would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package Registration Statement and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package Registration Statement and the Prospectus, are in full force and effect, except where the failure of such lease or sublease to be in full force and effect would not singly or in the aggregate result in a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title in fee simple to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all Subsidiary. All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus, Prospectus are in full force and effecteffect and are held under valid, subsisting and enforceable leases, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed reasonably be expected to be made of such property by the Company or any of its subsidiaries; and all result in a Material Adverse Effect. All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, except for such failures to be in full force and effect as would not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the such leases or subleases mentioned abovesubleases, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Each of the Trust, the Company and its subsidiaries have has good and marketable title to all of their respective real property owned by the Company and its subsidiaries and good title to all other properties owned by thempersonal properties, in each case, case free and clear of all mortgages, pledges, liens, security interestsencumbrances and defects, claimsexcept as stated in the Prospectus, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, not materially affect the value of such property and do not interfere with properties in the use made and proposed aggregate to be made of such property by the Trust, or to the Company or any of and its subsidiariessubsidiaries considered as one enterprise; and all of the leases and subleases material to the business of the Trust, and to the Company and its subsidiaries, considered as one enterprise, and under which either of the Company Offerors or any of its such subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, effect and neither the Company Offerors nor any of its such subsidiaries has have any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company Offerors or any of its such subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such entity to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have which individually or in the aggregate might result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or Prospectus, (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariessubsidiaries or (c) could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, ; and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such sublease that would not have reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Each of the Company and its subsidiaries have has good and marketable title to all of their respective real property properties owned by the Company and its subsidiaries them and good title to all other their respective personal properties owned by them, in each case, case free and clear of all mortgagesLiens, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such (i) as (A) are described disclosed in the General Disclosure Package and the Prospectus SEC Reports or (Bii) do not, singly or in the aggregate, materially affect the value of such property as does not have a Material Adverse Effect and do does not interfere in any material respect with the use made and proposed to be made of such property by the Company or any of and its subsidiariessubsidiaries considered as a whole; and all of the leases and subleases material to the business of the Company and its subsidiaries, subsidiaries considered as one enterprisea whole, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectusproperties, are in full force and effect, effect and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the such leases or subleases mentioned abovesubleases, or affecting or questioning the rights of the Company or any of its subsidiaries such entity to the continued possession of the leased or subleased premises under any such lease or sublease, except where such claims would not have reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or or, (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where to the extent that any such would failure to be in full force and effect or any such claim could not have reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property properties and assets described in the Prospectus as owned by the Company and its subsidiaries and good title to all other properties owned by them, in each casesubsidiaries, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described as otherwise stated in the General Disclosure Package Registration Statement and the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property or asset and do not interfere with the use made and proposed to be made of such property or asset by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its subsidiaries holds properties or assets described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the such leases or subleases mentioned abovesubleases, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by themthem (excluding, for the purposes of this Section 1(a)(x), Intellectual Property (as defined below)), in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package Registration Statement, the Time of Sale Prospectus and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package Registration Statement, the Time of Sale Prospectus and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effecteffect (except as disclosed in the Prospectus), and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and each of its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by themthem (excluding for the purposes of this Section 1(a)(xxii), Intellectual Property (as defined below)), in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries such subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where to the extent that any claim or adverse effect on the Company’s or such subsidiary’s rights thereto would not have reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or Prospectus, (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all subsidiaries or (C) would not reasonably be expected to have a Material Adverse Effect. All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases such lease or subleases mentioned above, sublease or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease and that, except where in any such case, would not reasonably expected to have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone (i) adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or (ii) adversely affecting or questioning contesting the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Ai) are described in the General Disclosure Package and the Prospectus or Prospectus, (Bii) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries or (iii) would not reasonably be expected to have a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries consolidated subsidiary have good and marketable title to all real property owned by the Company and its subsidiaries consolidated subsidiary and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus Prospectus, or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesconsolidated subsidiary; and all of the leases and subleases material to the business of the Company and its subsidiariesconsolidated subsidiary, considered as one enterprise, and under which the Company or any of its subsidiaries consolidated subsidiary holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries consolidated subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries consolidated subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries consolidated subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good ----------------- and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Prospectuses or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusProspectuses, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Ai) are described in the General Disclosure Package Registration Statement and the Prospectus or (Bii) do not, singly or in the aggregate, materially adversely affect the value of such property and do not adversely interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and Registration Statement or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except in each case where such claim, if adversely determined, would not have result in a Material Adverse Effect.

Title to Property. The Company Each Subsidiary and its respective subsidiaries have good and marketable title to all real property owned by the Company such Subsidiary and its respective subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind Security Interest except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of each Subsidiary and its respective subsidiaries; and all of the leases and subleases material to the business of each Subsidiary or any of its respective subsidiaries, as the Company and its subsidiariescase may be, considered as one enterprise, and under which the Company each Subsidiary or any of its respective subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company no Subsidiary nor any of its respective subsidiaries has have any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company each Subsidiary or any of its subsidiaries respective subsidiaries, as the case may be, under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company such Subsidiary or any of its subsidiaries respective subsidiaries, as the case may be, to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and each of its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by themthem (excluding for the purposes of this Section 1(a)(xxiii), Intellectual Property (as defined below)), in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries such subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where to the extent that any claim or adverse effect on the Company’s or such subsidiary’s rights thereto would not have reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries ----------------- have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties (other than intangible personal properties) owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do would not, singly or in the aggregate, reasonably be expected to have a Material Adverse Effect or otherwise are not, singly or in the aggregate, materially affect significant to the value business of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of and its subsidiariessubsidiaries considered as one enterprise; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described as otherwise stated in the General Disclosure Package Registration Statement and the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all . All of the leases and subleases material to the business of the Company and its subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries subsidiaries, as applicable, and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (Aa) are described in the General Disclosure Package and the Prospectus Prospectuses or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and any of its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusProspectuses, are in full force and effect, and and, except as would not, singly or in the aggregate, result in a Material Adverse Effect, neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Final Offering Memorandum or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusFinal Offering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Offering Memorandum or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and and, except as described in the Offering Memorandum, all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusOffering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiary have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiary; and all of the leases and subleases material to the business of the Company and its subsidiaries, Subsidiary considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiary holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and each of its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries such subsidiary and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariessuch subsidiary; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of such the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material relating to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such to the extent that any claim or adverse effect on the Company’s rights thereto would not have reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described in the General Disclosure Package and the Prospectus Offering Memorandum or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries, such that it would result in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusOffering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such that it would not have result in a Material Adverse Effect.

Title to Property. The Except as set forth in Schedule 3.1(o), the Company and its subsidiaries Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real or personal property owned by which are material to the business of the Company and its subsidiaries and good title to all other properties owned by themSubsidiaries taken as a whole, in each case, case free and clear of all mortgagesliens, pledges, liensencumbrances, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package claims and the Prospectus or (B) defects that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described or incorporated by reference in the General Disclosure Package Registration Statement, the Prospectus and the ProspectusProspectus Supplement, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the Prospectus or General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the Prospectus or General Disclosure Package and the ProspectusPackage, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries do not own any real property. The Company and its subsidiaries have good and marketable title to all real personal property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all Subsidiary. All of the material leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effecteffect and are held under valid, subsisting and enforceable leases, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries the Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries the Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such (a) as permitted by Section 7.01 of the Senior Secured Credit Facility, (Ab) as are described in the General Disclosure Package and the Prospectus Offering Memorandum or (Bc) do which would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesresult in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiariesthe Subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries the Subsidiaries holds properties described in the General Disclosure Package and the ProspectusOffering Memorandum, are in full force and effect, and, except as disclosed in the Disclosure Package and the Offering Memorandum, neither the Company nor any of its subsidiaries the Subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries the Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries Subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, case free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Final Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Final Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any written or, to the Company’s knowledge, oral notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries and consolidated entities have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariessubsidiaries and consolidated entities; and all of the leases and subleases material to the business of the Company and its subsidiariessubsidiaries and consolidated entities, considered as one enterprise, and under which the Company or any of its subsidiaries and consolidated entities, holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries and consolidated entities, has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries or consolidated entities under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries and consolidated entities, to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Offering Memorandum and the Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package Offering Memorandum and the ProspectusDisclosure Package, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries Subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries do not own any real properties but have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly individually or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have ----------------- good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed reasonably be expected to be made of such property by the Company or any of its subsidiarieshave a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where as such would not reasonably be expected to have a Material Adverse Effect.

Title to Property. The Each of the Company and its subsidiaries have has good and marketable indefeasible title to all real property owned by the Company and its subsidiaries it and good title to all other properties owned by themit, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or and (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any subsidiary of its subsidiaries the Company has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any subsidiary of its subsidiaries the Company under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such subsidiary of its subsidiaries the Company to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and ----------------- marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed reasonably be expected to be made of such property by the Company or any of its subsidiarieshave a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where as such would not reasonably be expected to have a Material Adverse Effect.

Title to Property. The Company and each of its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Final Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Final Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title in fee simple to all real property (other than real estate owned or obtained through foreclosure) owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the Registration Statement, the General Disclosure Package and the Final Prospectus or (Bb) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesresult in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Final Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has any written, or to the Company’s knowledge, oral notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries do not own any real property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus Final Offering Memorandum or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusFinal Offering Memorandum, are in full force and effect, ; and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease except for any claims which would not, except where such would not have singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package Time of Sale Prospectus and in the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package Time of Sale Prospectus and in the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and each of its subsidiaries Subsidiaries have good and marketable valid title to, or have valid rights to lease or otherwise use, all items of real or personal property owned by which are material to the business of the Company and its subsidiaries and good title to all other properties owned by themSubsidiaries taken as a whole, in each casecase and except as described in the Time of Sale Document and the Final Offering Memorandum, free and clear of all mortgagesliens, pledges, liensencumbrances, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package claims and the Prospectus or (B) defects that do not, singly singularly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package Time of Sale Document and the ProspectusFinal Offering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effecteffect (except where the failure to be in full force and effect would not, singly or in the aggregate, result in a Material Adverse Effect), and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim or claims of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus Final Offering Memorandum or (B) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and or the ProspectusFinal Offering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, sublease except where to the extent any claim or adverse effect on the Company or such subsidiary’s rights thereto would not have reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and Company, its subsidiaries and the Manager have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or Company, any of its subsidiaries; subsidiaries or the Manager, and all of the leases and subleases material to the business of the Company Company, its subsidiaries and its subsidiariesthe Manager, considered as one enterprise, and under which the Company or Company, any of its subsidiaries or the Manager holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company Company, the Manager, nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company Company, the Manager or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by Each of the Company and its subsidiaries has good and good marketable title in fee simple to all other properties of its real and personal properties, reflected as owned by themin the consolidated financial statements or as described in the Prospectus, in each case, case free and clear of all mortgages, pledges, liens, security interestsencumbrances, claimsclaims and defects, restrictions or encumbrances of any kind except such as (A1) are described reflected in the General Disclosure Package and the Prospectus or such consolidated financial statements, (B2) do not, singly or in the aggregate, not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all such subsidiary, (3) which would not, individually or in the aggregate, have a Material Adverse Effect, or (4) the Bank Stock Pledge. All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described used in the General Disclosure Package and the Prospectus, its business are in full force and effect, except where the failure of such leases and neither subleases to be in full force and effect would not, individually or in the aggregate, have a Material Adverse Effect. None of the Company nor or any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such entity to the continued possession of the leased or subleased premises under any such lease or sublease, except where such any claim that would not not, individually or in the aggregate, have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good ----------------- and marketable title to all real property owned by the Company and its subsidiaries which is material to the business of the Company and its subsidiaries taken as a whole and good title to all other properties owned by themthem which is material to the business of the Company and its subsidiaries taken as a whole, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described as otherwise stated in the General Disclosure Package Registration Statement and the Prospectus or (B) those which do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all . All of the leases and subleases material to the business of the Company and its subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any such subsidiary of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or Prospectus, (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariessubsidiaries or (c) could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone any party adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Each of the Company and its subsidiaries have has (i) generally satisfactory title to its oil and gas properties, title investigations having been carried out by the Company in accordance with the practice in the oil and gas industry in the areas in which the Company operates, (ii) good and marketable title to all other real property owned by it to the Company and extent necessary to carry on its subsidiaries business and good title to all other properties personal property owned by themit, in each case, case free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind and defects except such as (A) are described in the General Disclosure Package and the Prospectus or (B) such as do not, singly or in the aggregate, not materially affect the value of such property properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere with the use made and proposed to be made of such property properties by the Company or any of its subsidiaries, considered as one enterprise; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and and, except as would not reasonably be expected to have a Material Adverse Effect, neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effecteffect (assuming compliance therewith by the other parties thereto), and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries ----------------- have good and marketable title to all real property owned by the Company and its subsidiaries (the "Properties"), including, without ---------- limitation, all of the real property described in the Registration Statement or the Prospectus as being owned by the Company or any of its subsidiaries, and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases that are material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiarieshave a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the Registration Statement, the General Disclosure Package and or the Prospectus, are in full force and effect, except as would not, singly or in the aggregate, reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries such subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease mentioned above, except where such would not which claim would, singly or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Offering Memorandum or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusOffering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of such the Company or any of its subsidiaries subsidiary thereof to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or contemplated by the New Credit Facility or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such as would not have not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all Subsidiary. All of the leases and subleases subleases, material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company Each Subsidiary and its respective subsidiaries have good and marketable title to all real property owned by the Company such Subsidiary and its respective subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind Security Interest except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company each Subsidiary or any of its respective subsidiaries; and all of the leases and subleases material to the business of the Company each Subsidiary and its subsidiariesrespective subsidiaries or other subsidiary, as the case may be, considered as one enterprise, and under which the Company each Subsidiary or any of its respective subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company no Subsidiary nor any of its respective subsidiaries has have any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company each Subsidiary or any of its subsidiaries respective subsidiaries, as the case may be, under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company such Subsidiary or any of its subsidiaries respective subsidiaries, as the case may be, to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all material real property owned by the Company and its subsidiaries and good title to all other properties material personal property owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Offering Memorandum or (Bb) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed reasonably be expected to be made of such property by the Company or any of its subsidiariesresult in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusOffering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such as would not have not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Neither the Company nor any of its -------------------------- subsidiaries owns any real property; the Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Prospectuses or (Bb) do would not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusProspectuses, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the Registration Statement, the General Disclosure Package and the Prospectus or (B) those that do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariessubsidiaries in a manner that would result in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties real property described in the Registration Statement, the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries the Subsidiary have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by themthem that are material to the business of the Company and the Subsidiary, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, not singly or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesand the Subsidiary; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, the Subsidiary and under which the Company or any of its subsidiaries holds and the Subsidiary hold properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and, except as described in the General Disclosure Package and the Prospectus, neither the Company nor any of its subsidiaries the Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries the Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries the Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and the Bank and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries each of them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company Bank or any of its subsidiariesrespective subsidiaries or the Company; and all of the leases and subleases material to the business of the Company or the Bank and its subsidiaries, considered as one enterprise, and under which the Company or the Bank or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither none of the Bank or any subsidiary or the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company Company, the Bank or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company Company, the Bank or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all material real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesProspectus; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, other than as disclosed in the General Disclosure Package and the Prospectus, and neither the Company nor any of its subsidiaries such Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind kind, except such as (A) are described as otherwise stated in the General Disclosure Package Registration Statement and the Prospectus or (B) those that do not, singly or in the aggregate, materially not adversely affect the value of such property and do not or interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries, in either case in a manner that would result in a Material Adverse Effect; and all of the leases and subleases material to the business of the Company and its subsidiaries, subsidiaries considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries has received any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the such leases or subleases mentioned abovesubleases, or affecting or questioning the rights of the Company or any such subsidiary of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or sublease, except where such for those that would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiariesSubsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiariesSubsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries such Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and each of its subsidiaries have good and marketable title in fee simple to all real property owned by the Company and its subsidiaries any of them (if any) and good title to all other properties and assets owned by any of them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind Liens except such as (Aa) are described in the General Disclosure Package and the Prospectus Offering Memorandum or (Bb) do not, singly individually or in the aggregate, materially affect the value of such property and do not or interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; . All real property, buildings and other improvements, and all of the leases equipment and subleases material to the business of the Company and its subsidiariesother property, considered as one enterprise, and held under which lease or sublease by the Company or any of its subsidiaries holds properties described is held by them under valid, subsisting and enforceable leases or subleases, as the case may be, with, solely in the General Disclosure Package case of leases or subleases relating to real property, buildings or other improvements, such exceptions as are not material and do not interfere with the Prospectususe made or proposed to be made of such property and buildings or other improvements by the Company and its subsidiaries, and all such leases and subleases are in full force and effect, and neither . Neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, above or affecting or questioning the rights of the Company or any of its subsidiaries to the continued possession of the leased or subleased premises under any such lease or subleasethe continued use of the leased or subleased equipment or other property, except where for such claims which, if successfully asserted against the Company, or any of its subsidiaries, would not have not, individually or in the aggregate, result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries the Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries the Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all the Subsidiaries. All of the leases and subleases material to the business of the Company and its subsidiariesthe Subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries the Subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. || The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances existing under the Credit Agreement and its related security agreements, pledge agreements and guarantee agreements such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds real properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries ----------------- have good and marketable title to all real property owned by the Company and its subsidiaries (the "Properties"), including, without limitation, all of the real ---------- property described in the Registration Statement or the Prospectus as being owned by the Company or any of its subsidiaries, and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases that are material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the Prospectus, are in full force and effect, and neither the Company nor any of its subsidiaries subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or subleasesublease except in each case, except where such would not have as could not, singly or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

Title to Property. The Company Issuers and its subsidiaries the Subsidiaries have good and marketable title to all real property owned by the Company Issuers and its subsidiaries the Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Offering Memorandum or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company Issuers or any of its subsidiariesthe Subsidiaries; and all of the leases and subleases material to the business of the Company Issuers and its subsidiariesthe Subsidiaries, considered as one enterprise, and under which the Company Issuers or any of its subsidiaries the Subsidiaries holds properties described in the General Disclosure Package and the ProspectusOffering Memorandum, are in full force and effect, and neither of the Company Issuers nor any of its subsidiaries the Subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company either Issuer or any of its subsidiaries the Subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company either Issuer or any of its subsidiaries Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effect.

Title to Property. The Company and its subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (Aa) are described in the General Disclosure Package and the Prospectus Final Offering Memorandum or (Bb) do not, singly or in the aggregate, materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries holds properties described in the General Disclosure Package and the ProspectusFinal Offering Memorandum, are in full force and effect, and neither the Company nor any of its subsidiaries has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where the failure of a lease or sublease to be in full force and effect or the existence of any such claim would not have not, singly or in the aggregate, result in a Material Adverse Effect.

Title to Property. The Company and its subsidiaries Subsidiaries have good and marketable title to all real property owned by the Company and its subsidiaries Subsidiaries and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as (A) are described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus or (B) do not, singly or in the aggregate, not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company or any of its subsidiaries; and all Subsidiary. All of the leases and subleases material to the business of the Company and its subsidiaries, considered as one enterprise, and under which the Company or any of its subsidiaries Subsidiaries holds properties described in the General Registration Statement, the Pricing Disclosure Package and the Prospectus, are in full force and effecteffect and are held under valid, subsisting and enforceable leases and neither the Company nor any of its subsidiaries Subsidiary has any notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries Subsidiary under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any of its subsidiaries such Subsidiary to the continued possession of the leased or subleased premises under any such lease or sublease, except where such would not have a Material Adverse Effectexcept, in each case, as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.