Leased Real Property. [Section 3.17(a)] of the Disclosure Schedules sets forth a list of all leases (each a “Material Real Property Lease”) of real property (such real property, the “Leased Real Property”) pursuant to which a Group Company is a tenant as of the Effective Date, except for any lease or agreement pursuant to which a Group Company holds Leased Real Property for which the aggregate annual rental payments do not exceed $2.5 million. Each Material Real Property Lease is valid and binding on the Group Company party thereto, enforceable in accordance with its terms (subject to proper authorization and execution of such Material Real Property Lease by the other party thereto subject to the Bankruptcy and Equity Exception), except as would not have a Company Material Adverse Effect. Each Group Company, and, to the knowledge of Sellers, each of the other parties thereto, has performed in all material respects all material obligations required to be performed by it under each Material Real Property Lease. No Group Company has entered into any written or oral subleases, concessions or other contracts granting to any Person other than a Group Company the right to use or occupy any Leased Real Property. No Group Company has granted to any Person other than a Group Company any options or rights of first refusal to purchase all or a portion of such properties.

Section # Real Property. Neither the Company nor any of its Subsidiaries owns any real property. [Schedule 3.17] sets forth (whether as lessee or lessor) a list of all leases of real property (such real property, the “Leased Property”) to which the Company or any Subsidiary is a party or by which it is bound, in each case as of the date hereof (each a “Material Lease”, and collectively the “Material Leases”) and the street address and lessee under each Material Lease. Except as set forth on [Schedule 3.17], each Material Lease is valid and binding on the Company or a Subsidiary and, to the Sellers’ Knowledge, on the other parties thereto (in each case, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting generally the enforcement of creditors’ rights and subject to general principles of equity) and is in full force and effect. Except as set forth on [Schedule 3.17], the Company or a Subsidiary and, to the Sellers’ Knowledge, each of the other parties thereto has performed in all material respects all material obligations required to be performed by it under each Material Lease. To the Sellers’ Knowledge, the Leased Property complies with all applicable laws and is benefited by those licenses or permits required to be maintained for the development, or use or occupancy of any portion of Leased Property, except to the extent such failures to comply or failures to benefit, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect.