Sublandlord’s Representations Sample Clauses
The "Sublandlord’s Representations" clause sets out specific statements or assurances made by the sublandlord regarding the condition of the premises, their authority to sublease, and compliance with existing lease terms. Typically, this clause requires the sublandlord to confirm that they have the right to enter into the sublease, that there are no undisclosed defaults under the master lease, and that the premises meet certain standards. Its core function is to provide the subtenant with confidence and legal recourse by ensuring the sublandlord is accountable for key facts about the sublease arrangement, thereby reducing the risk of disputes or unexpected liabilities.
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Sublandlord’s Representations. Sublandlord represents and warrants to Subtenant that: (i) the Master Lease is in full force and effect, and to Sublandlord’s knowledge there exists under the Master Lease no default or event of default by either Master Landlord or Sublandlord, nor, to Sublandlord’s knowledge, has there occurred any event which, with the giving of notice or the passage of time or both, could constitute such a default or event of default; (ii) the copy of the Master Lease attached hereto is a true, correct and complete copy thereof; (iii) to Sublandlord’s knowledge, there are no pending or threatened actions, suits or proceedings before any court or administrative agency against Sublandlord that could, in the aggregate, adversely affect the Subleased Premises or any part thereof, or the ability of Sublandlord to perform its obligations under this Sublease or the Master Lease; and (iv) Sublandlord, as of the date of this Sublease, is not aware of any Hazardous Materials introduced on the Subleased Premises during Sublandlord’s lease term and Sublandlord further declares, that as of the date of this Sublease, that it knows of no Hazardous Materials that prohibit the use of the Subleased Premises for its intended use as currently permitted by all appropriate authorities.
Sublandlord’s Representations. (a) To the best of Sublandlord’s knowledge, Sublandlord represents and warrants with respect to the Subleased Premises that:
Sublandlord’s Representations. Sublandlord represents that:
(a) to the best of its knowledge, on the Commencement Date all utility, mechanical, plumbing and other systems serving the Subleased Premises shall be in good operating condition and repair;
(b) Sublandlord is the owner of a leasehold estate in the Subleased Premises and has the right and power to enter into this Sublease and to perform the same and, by this instrument, conveys a good leasehold interest to Subtenant in accordance with and subject to the terms, conditions and provisions hereof and in the Master Lease;
(c) To Sublandlord's best knowledge, there are no current claims of other parties, encumbrances, mortgages, liens, restrictions, reservations or defects in Sublandlord's leasehold estate in the Subleased Premises that would interfere with or impair or result in any interference or impairments of Subtenant's use, occupancy or enjoyment of the Subleased Premises or with Subtenant's rights hereunder;
(d) That Subtenant, on payment of Rent and full performance of the covenants and agreements hereof, shall peaceably and quietly have, hold and enjoy the Subleased Premises and all rights, easements, appurtenances and privileges belonging in or otherwise appertaining thereto during the Term without molestation or hindrance of any person claiming through Subtenant (this provision will not bind Landlord or make Subtenant liable for the actions of Landlord);
(e) The execution and performance of this Sublease by Sublandlord will not violate or cause a default under any agreement, instrument, or other transaction to which Sublandlord is a party by which Sublandlord or the Subleased Premises are bound.
Sublandlord’s Representations. As an inducement to Subtenant to enter into this Sublease, Sublandlord represents that (a) the Master Lease is in full force and effect, and there exists under the Master Lease no default or event of default by either Landlord or Sublandlord and (b) the copy of the Master Lease attached hereto as Exhibit D is a true, correct and complete copy of the Master Lease.
Sublandlord’s Representations. Sublandlord represents to Subtenant as follows:
(1) As of the Effective Date, the Master Lease is in full force and effect. To Sublandlord’s actual knowledge, after diligent inquiry, the Master Lease, together with the Additional Documents (defined in Exhibit F attached hereto) constitutes the entire agreement between Landlord and Sublandlord relating to the lease of the Master Lease Premises (except that certain economic terms have been redacted);
(2) no default or breach by Sublandlord or, to the best knowledge of Sublandlord, by Landlord exists under the Master Lease as of the Effective Date;
(3) subject to receipt of Landlord’s Consent, Sublandlord has the right and power to execute and deliver this Sublease and to perform its obligations hereunder.
Sublandlord’s Representations. Sublandlord warrants and represents to Subtenant that:
a. The Master Lease is in full force and effect and there are no amendments, modifications or supplements thereto, except as set forth above.
b. Sublandlord has paid all Rent due to Landlord as of the date hereof and, to Sublandlord’s knowledge, there are no defaults by Sublandlord or Landlord of any of such party’s obligations under the Master Lease.
c. Except for the consent of the Landlord, no lender or other third-party consent or approval binding on Sublandlord is necessary or required for the execution and/or effectiveness of this Sublease.
d. The Premises are not subject to any leases, tenancies or occupancies other than this Sublease and the Master Lease.
e. To Sublandlord’s knowledge, without further investigation or inquiry, the Premises are not in violation of any environmental Laws.
f. Sublandlord has received no notice of any violation of any Laws, including, without limitation, the ADA and life/safety-related codes, with respect to the Premises. The phrase “knowledge” and similar phrases means the current, actual (as opposed to constructive, imputed or implied) knowledge of B▇▇▇▇ ▇▇▇▇▇▇▇▇, who Seller represents is the person most familiar with the Premises in Sublandlord’s organization, without any duty of investigation or inquiry. The fact that reference is made herein to B▇▇▇▇ ▇▇▇▇▇▇▇▇ shall not render him personally liable in any manner whatsoever under this Agreement, including, without limitation, liability for any breach of the representations or warranties of Sublandlord; rather, Subtenant’s sole recourse for any breach of this Agreement shall be against the Sublandlord.
Sublandlord’s Representations. Sublandlord represents, to the best ----------------------------- of Sublandlord's actual knowledge, to Subtenant that: (a) Exhibit A constitutes --------- a true, correct and complete copy of the Prime Lease, and comprises the entire understanding and agreement of Prime Landlord and Sublandlord with respect to the Premises, (b) the Prime Lease is in full force and effect in accordance with its terms, and (c) neither Prime Landlord nor Sublandlord is in default under the Prime Lease, and there exists no state of facts and no event has occurred which, with the passage of time or the giving of notice, or both, would constitute a default by either Prime Landlord or Sublandlord under the Prime Lease. Sublandlord agrees that it will not amend or modify the Prime Lease without the prior written consent of Subtenant, which consent shall not be unreasonably withheld or delayed (so long as the amendment or modification does not materially diminish the rights and privileges of Subtenant under this Sublease or impose materially greater duties and obligations on Subtenant under this Sublease) or agree to a termination of the Prime Lease unless, in connection therewith, Prime Landlord accepts this Sublease as a direct lease between Prime Landlord and Subtenant.
Sublandlord’s Representations. Sublandlord represents to Subtenant as follows:
(1) the copy of the Lease attached as Exhibit B hereto is a true and complete copy of the Lease;
(2) the Sublandlord is the tenant under the Lease;
(3) the term of the Lease commenced on May 5, 2014 and will expire, if not extended, approximately Seventy-two (72) months thereafter;
(4) The Lease is in full force and effect;
(5) To the best of Sublandlord’s knowledge, Sublandlord is not in default under the Lease; and
(6) Sublandlord has not received any notice of default under the Lease;
Sublandlord’s Representations. Sublandlord represents and warrants ----------------------------- that (i) the copy of the Master Lease attached hereto is a true, correct and complete copy thereof; (ii) there exist no amendments, modifications or other agreements (whether oral or written) affecting the Master Lease except as attached thereto; (iii) neither Sublandlord nor Master Landlord is in default under the provisions of the Master Lease nor is there any event, condition or circumstance existing which with notice, the passage of time, or both, would constitute a default thereunder; and (iv) the Master Lease is in full force and effect.
Sublandlord’s Representations. Sublandlord represents to Subtenant that: (a) EXHIBIT A constitutes a true, correct and complete copy of the Prime Lease, and comprises the entire understanding and agreement of Prime Landlord and Sublandlord with respect to the Demised Premises, (b) the Prime Lease is in full force and effect in accordance with its terms, (c) neither Sublandlord nor, to Sublandlord's knowledge, Prime Landlord is in default under the Prime Lease, and there exists no state of facts and no event has occurred which, with the passage of time or the giving of notice, or both, would constitute a default by either Prime Landlord or Sublandlord under the Prime Lease.