Sublandlord Representations. Sublandlord hereby represents and warrants that, at the time of Sublandlord's execution of this Sublease, (i) the document attached as Exhibit A to this Sublease is a complete copy of the Master Lease and that the Master Lease and the Additional Agreements represent the entire agreement between Sublandlord and Master Landlord with respect to the lease of the Premises, (ii) the Master Lease is in full force and effect, (iii) Sublandlord is not in default under the Master Lease beyond any applicable notice and cure period, and (iv) except as provided in the Additional Agreements, Sublandlord has not assigned, encumbered or otherwise transferred any interest in the Premises. The "Additional Agreements" shall mean the following agreements, all of which Subtenant acknowledges having received copies of and reviewed: Subordination, Acknowledgment of Lease Assignment, Nondisturbance and Attornment Agreement and Estoppel Certificate (Lease to Deed of Trust) between KeyBank National Association and Ariba, Inc., dated June 28, 2000; Subordination, Acknowledgment of Lease Assignment, Nondisturbance and Attornment Agreement and Estoppel Certificate (Lease to Junior Deed of Trust) between Lehman Ali, Inc. and Ariba, Inc. dated July 13, 2000; Letter from Jax Xxxx Xxxpany regarding Tenant Improvements dated September 11, 2000; Xxxordination, Acknowledgment of Lease Assignment, Nondisturbance and Attornment Agreement and Estoppel Certificate among Ariba, Inc., Bank of America and Moffett Park Drive LLC dated October 25, 2000; First Amendment to Lexxx xxxween Moffett Park Drive LLC, as Lessor, and Ariba, Inc., as Lessee, dated Xxxxxxy 12, 2001; Tri-Party Agreement between Ariba, Inc. and KeyBank National Association, dated February 14, 2001; Subordination, Acknowledgment of Lease Assignment, Nondisturbance and Attornment Agreement and Estoppel Certificate between Lowe Northwest Investor Properties I, L.L.C., and Ariba, Inc., dated Xxxil 30, 2002; and five (5) executed Memoranda of Commencement of Lease Term dated March __, 2001, March __, 2001, March 30, 2001, April 24, 2001, and April 24, 2001, respectively (Master Lease Exhibits E-1, E-2, E-3, E-4 and E-5).
Sublandlord Representations. Sublandlord, as the tenant under the Master Lease identified in Section 1.3 above, represents and warrants to Subtenant that: (a) Exhibit B to this Sublease is a full and complete copy of the Master Lease, as redacted, and has not been modified or amended except as included in Exhibit B; (b) the Master Lease, as of the Execution Date, is in full force and effect and constitutes the entire agreement of Master Landlord and Sublandlord relating to the lease of the Sublease Premises, and (c) to the current actual knowledge of Sublandlord (without duty of inquiry or investigation), there exists no event of default under the Master Lease and Sublandlord has not given or received an uncured notice of default under the Master Lease; (d) the person or persons executing this Sublease for Sublandlord are fully authorized to so act and no other action is required to bind Sublandlord to this Sublease; (e) Sublandlord has not previously assigned its rights under the Master Lease or sublet all or a portion of the Sublease Premises for any portion of the Sublease Term, other than to Subtenant, and (f) Sublandlord has the right and power to execute and deliver this Sublease and to perform its obligations hereunder, subject only to Master Landlord’s consent.
Sublandlord Representations. 19.1 Sublandlord warrants and represents that:
Sublandlord Representations. (a) To the best of Sublandlord’s knowledge, Sublandlord represents and warrants to Subtenant as follows as of its date of execution of this Sublease:
Sublandlord Representations. Sublandlord hereby represents and warrants that, at the time of Sublandlord's execution of this Sublease, (i) the document attached as Exhibit A to this Sublease is a complete copy of the Master Lease and that the Master Lease and the Additional Agreements represent the entire agreement between Sublandlord and Master Landlord with respect to the lease of the Premises, (ii) the Master Lease is in full force and
Sublandlord Representations. Sublandlord represents and warrants to --------------------------- Subtenant that: (a) Exhibit A to this Sublease is a full and complete copy of --------- the Master Lease; (b) the Master Lease, as of the date hereof, is in full force and effect, and the Master Lease constitutes the entire agreement of Master Landlord and Sublandlord relating to the lease of the Master Premises, (c) there exists no event of default under the Master Lease and, to Sublandlord's current actual knowledge, there exists no event which would constitute an event of default under the Master Lease but for the giving of any required notice and passage of any applicable grace or cure period; (d) the person or persons executing this Sublease for Sublandlord are fully authorized to so act and no other action is required to bind Sublandlord to this Sublease; (e) Sublandlord has the right and power to execute and deliver this Sublease and to perform its obligations hereunder subject, however, to Master Landlord's consent to this Sublease, (f) to Sublandlord's best knowledge, "Substantial Completion" of the "Landlord Work" (as such terms are defined under the Master Lease) has occurred, all construction required and/or contemplated by the Master Lease is completed, and a certificate of occupancy and all other necessary governmental requirements have been issued and remain valid for the Master Premises, (g) to Sublandlord's current actual knowledge, there exist no mechanics' or materialmen's liens against the Master Premises, and to Sublandlord's current actual knowledge, there exist no present circumstances which would with the passage of time result in the existence or filing of a mechanics' and/or materialmen's lien against the Master Premises.
Sublandlord Representations. Sublandlord represents to Subtenant that, to the best of Sublandlord’s knowledge, (i) the Building complies with M.G.L. c. 21E, (ii) the Building and the Land are free from asbestos and other hazardous environmental materials and (iii) there are no current indoor air quality issues with respect to the Building. Sublandlord agrees to indemnify and hold Subtenant harmless against any loss, cost or expense incurred by Subtenant as a result of the inaccuracy of the foregoing representations.
Sublandlord Representations. Sublandlord, as the tenant under the Master Lease identified in Section 1.3 above, represents and warrants to Subtenant that: (a) Exhibit B to this Sublease is a full and complete copy of the Master Lease, as redacted; (b) the Master Lease, as of the Execution Date, is in full force and effect and constitutes the entire agreement of Master Landlord and Sublandlord relating to the lease of the Sublease Premises, and (c) to the current actual knowledge of Sublandlord (without duty of inquiry or investigation), there exists no event of default under the Master Lease; (d) the person or persons executing this Sublease for Sublandlord are fully authorized to so act and no other action is required to bind Sublandlord to this Sublease; and (e) Sublandlord has the right and power to execute and deliver this Sublease and to perform its obligations hereunder, subject only to Master Landlord s consent.
Sublandlord Representations. (a) Sublandlord represents and warrants to Subtenant as of the Effective Date that, to Sublandlord’s actual knowledge, (i) the Master Lease is in full force and effect and is valid and binding on the parties, and no Event of Default has occurred under the Master Lease and (ii) no event has occurred and is continuing which would constitute an Event of Default but for the requirement of the giving of notice and/or the expiration of the period of time to cure. Whenever used in this Sublease, the phrase “to Sublandlord’s actual knowledge” and similar phrases shall be limited in meaning to the actual (as distinguished from implied, imputed or constructive) knowledge of Xxxxx Xxxxxx or Xxxx X’Xxxxxx without independent inquiry or investigation, and without imputation to such individuals or Sublandlord of facts and matters otherwise within the personal knowledge of any other officers or employees of Sublandlord or third parties.
Sublandlord Representations. (a) Sublandlord represents to Subtenant that (i) the Lease is in full force and effect, and (iii) Subtenant has delivered to Subtenant a true and complete copy of the Lease, subject to redactions.
