Material Contracts. Each Borrower shall not, and shall not permit any Restricted Subsidiary to # cancel or terminate any Material Contract (or consent to or accept any cancellation or termination thereof), or # amend or otherwise modify any provision of any Material Contract or give any consent, waiver or approval thereunder, or waive any material breach of or material default under any Material Contract, in each case, that would reasonably be expected to have a Material Adverse Effect (provided that for purposes of this [Section 10.2.21], the termination and replacement of a Material Contract in the Ordinary Course of Business shall be deemed not to have such an adverse effect if the replacement will occur with reasonable promptness in the business judgment of the Company, and the replacement Contractual Obligation is not materially less favorable to Administrative Agent, the Issuing Bank and the Lenders (in their respective capacities as such) than the Contractual Obligation being replaced).

Material Contracts. It shall not and it shall ensure that each other Credit Party does not, # cancel or terminate any Material Contract; # waive any default or breach under any Material Contract; # amend or otherwise modify any Material Contract; or # take any

Material Contracts. [Schedule 7.1(p)] attached hereto contains a true and complete list of all Material Contracts, including a description of the nature of each Material Contracts and complete copy of each Material Contracts has been delivered to the Lender. Each said Material Contracts is in full force and effect and. to the knowledge of the Borrower, none of the Loan Parties is in default under or in material breach of any of the terms or conditions contained therein.

Except for the Organizational Documents and the other agreements set forth on [Schedule 5.22] (collectively with the Organizational Documents, the “Material Contracts”), there are no # employment agreements covering the management of any Credit Party, # collective bargaining agreements or other similar labor agreements covering any employees of any Credit Party, # agreements for managerial, consulting or similar services to which any Credit Party is a party or by which it is bound, # agreements regarding any Credit Party, its assets or operations or any investment therein to which any of its equity holders is a party or by which it is bound,

. [Schedule 8.15] to the Information Certificate sets forth all Material Contracts to which any Borrower or Guarantor is a party or is bound as of the date of Amendment No. 4. Borrowers and Guarantors have delivered true, correct and complete copies of such Material Contracts to Administrative Agent on or before the date of Amendment No. 4. Borrowers and Guarantors are not in breach or in default in any material respect of or under any Material Contract and have not received any notice of the intention of any other party to terminate any Material Contract.

. Set forth on [Schedule 4.17] (as such Schedule may be updated from time to time in accordance herewith) is a reasonably detailed description of the Material Contracts of each Loan Party as of the most recent date on which Borrowers provided their Compliance Certificate pursuant to Section 5.1; provided, that, any Borrower may amend [Schedule 4.17] to add additional Material Contracts so long as such amendment occurs by written notice to Agent on the date that such Borrower provides its Compliance Certificate. Except for matters which, either individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Change, each Material Contract (other than those that have expired at the end of their normal terms) # is in full force and effect and is binding upon and enforceable against the applicable Loan Party and, to Borrowers’ knowledge, after due inquiry, each other Person that is a party thereto in accordance with its terms, # has not been otherwise amended or modified (other than amendments or modifications permitted by Section 6.7(b)), and # is not in default due to the action or inaction of the applicable Loan Party.

. Contemporaneously with the delivery of each Compliance Certificate pursuant to Section 5.1, provide Agent with copies of # each Material Contract entered into since the delivery of the previous Compliance Certificate, and # each material

Material Contracts. Perform and observe all the terms and provisions of each Material Contract to be performed or observed by it, maintain each such Material Contract in full force and effect, enforce each such Material Contract in accordance with its terms, take all such action to such end as may be from time to time requested by the Administrative Agent and, upon request of the Administrative Agent, make to each other party to each such Material Contract such demands and requests for information and reports or for action as any Loan Party or any of its Subsidiaries is entitled to make under such Material Contract, and cause each of its Subsidiaries to do so, except, in any case, where the failure to do so, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

Contracts. Seller has not given to, or received from, any other party to a service, management, maintenance, repair, parking, construction, supply and other contracts and equipment leases relating to the ownership and operation of the Premises (the “Contracts”) any written notice of a default. There are no Contracts that will be binding on the Premises (or any portion thereof) or Purchaser after Closing.

Contracts. [Schedule 3.13] lists all of the following written or oral agreements, contracts, leases, Licenses, purchase and sales orders and binding letters of understanding (collectively, “Contracts”) to which Seller is a party that are material to its operation of the Business or by which any Acquired Asset is bound or is subject to as of the date hereof: