Neither the Company nor any of its subsidiaries owns any real property, nor has the Company or any of its subsidiaries ever owned any real property, other than leasehold interests entered into in the ordinary course of business. The Company and each of its subsidiaries has good and marketable title to its properties and assets, and has good title to all its leasehold interests, in each case subject to no material mortgage, pledge, lien, lease, encumbrance or charge, other than (i) liens for current Taxes not yet due and payable, or being contested in good faith by appropriate proceedings and for which reserves have been established in accordance with the Accounting Principles, (ii) liens imposed by law and incurred in the ordinary course of business for obligations not past due, (iii) liens in respect of pledges or deposits under workers’ compensation laws or similar legislation, and (iv) liens, encumbrances and defects in title which do not in any case materially detract from the value of the property subject thereto and which have not arisen otherwise than in the ordinary course of business. With respect to the property and assets it leases, the Company and each of its subsidiaries is in compliance with such leases in all material respects and, to the Knowledge of the Company, holds a valid leasehold interest free of any liens, claims or encumbrances, subject to clauses (i)-(iv) above. To the Knowledge of the Company, there is not, under any of such leases, any existing default (or event that with notice or lapse of time, or both, would constitute a default) which would be material to the operation of the business of the Company and its subsidiaries, taken as a whole, and no rent is past due. Neither the Company nor any of its subsidiaries has received any notice of a default, alleged failure to perform, or any offset or counterclaim with respect to any such lease that has not been fully remedied and withdrawn. All material items of equipment owned or leased by the Company or any of its subsidiaries are (i) sufficient for the conduct of the business of the Company and its subsidiaries as currently conducted and (ii) in good working condition.