Sublandlord’s Representations Sample Clauses

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 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. 5.01 The Sublandlord represents that a true, correct and complete copy of the Lease including all amendments is attached as Exhibit A to this Sublease Agreement. 5.02 The Sublandlord represents that the Lease is in full force and effect and that neither the Landlord nor the Sublandlord as Tenant, nor any of their respective predecessors, successors, or assigns have exercised or given any notice purporting to exercise any expansion, renewal, or termination rights, except as set forth in the Lease. 5.03 The Sublandlord represents that the Sublandlord as Tenant is not in default under the Lease, nor has any event occurred which, with the passage of time or the giving of notice, or both, would constitute a default by the Sublandlord under the Lease. The Sublandlord has received no notices, written or oral, alleging any default by the Sublandlord as Tenant under the Lease, or that any event has occurred which, with the passage of time or the giving of notice, or both, would constitute a default by the Sublandlord as Tenant under the Lease. 5.04 The Sublandlord represents that to its best knowledge, there is no default by the Landlord under the Lease, nor has any event occurred which, with the passage of time or the giving of notice, or both, would constitute a default by the Landlord under the Lease. The Sublandlord as Tenant has given no notices, written or oral, alleging any default by the Landlord under the Lease, or that any event has occurred which, with the passage of time or the giving of notice, or both would constitute a default by the Landlord under the Lease. 5.05 The Sublandlord represents that to its best knowledge it has received no notice of any violation of a building code, zoning, or similar law applicable to the Subleased Premises. The Subleased Premises, whether constructed by the Sublandlord or the Landlord or others, were constructed pursuant to and in compliance with all necessary building permits and all applicable laws, and upon completion of such tenant improvements a certificate of occupancy was issued by the governmental authorities having jurisdiction. 5.06 The representations and warranties of the Sublandlord under this Sublease Agreement shall be true and correct both on the date of this Sublease Agreement and on the Commencement Date as though made by the Sublandlord both on the date hereof and on the Commencement Date. 5.07 The Sublandlord represents and warrants that through the date of this Sublease Agreement it has paid to the...

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 Bxxxx Xxxxxxxx, 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 Bxxxx Xxxxxxxx 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. 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 H 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 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. Notwithstanding anything to the contrary contained herein Sublandlord represents and covenants as follows: (i) Sublandlord is the holder of the entire interest of the “Sublessee” under the Prime Sublease; ​ (ii) the copy of the Prime Sublease attached hereto as Exhibit A is true, accurate and complete, and has not been modified, amended or terminated and is in full force and effect; (iii) To the best of Sublandlord’s actual knowledge, Sublandlord is not in default under the Prime Sublease, nor has Sublandlord done or failed to do anything which with notice, the passage of time or both could ripen into a default; ​ (iv) To the best of Sublandlord’s actual knowledge, Prime Sublandlord is not in default under the Prime Sublease, nor has Prime Sublandlord done or failed to do anything which with notice, the passage of time or both could ripen into a default under the Prime Sublease; ​ (v) Sublandlord will not enter into any amendment or modification of the Prime Sublease which adversely affects Subtenant’s rights under this Sublease or its use and occupancy of the Sublease Premises without the prior written consent of Subtenant, which Subtenant shall not unreasonably withhold, condition or delay, and Sublandlord shall deliver to Subtenant copies of all executed amendments to the Prime Sublease, which copies may be redacted so as to remove from view any confidential information; and ​ (vi) Sublandlord shall continue to observe and perform its obligations under the Prime Sublease to the extent not made the obligation of Subtenant hereunder (or any other subtenant or occupant of the Prime Sublease Premises); ​ (vii) Except with respect to a termination of the Prime Sublease resulting from the exercise of any of Sublandlord's rights to terminate the Prime Sublease as expressly provided for therein, Sublandlord shall not voluntarily terminate the Prime Sublease during the Term unless and until Prime ​ Xxxxxxxxxxx has agreed in writing to continue this Sublease in full force and effect as a direct sublease between Prime Sublandlord and Subtenant upon and subject to all of the terms, covenants and conditions of this Sublease for the balance of the Term hereof. If Prime Sublandlord so consents, Subtenant shall attorn to Prime Sublandlord in connection with any such voluntary termination and shall execute an attornment agreement in such form as may reasonably be requested by Prime Sublandlord; provided, however, that the attornment agreement does not materially adverse...

Sublandlord’s Representations. Sublandlord represents to Subtenant that: (a) Exhibit A constitutes a true, correct and complete copy of the Prime Lease as of the date hereof, and comprises the entire understanding and agreement of Prime Landlord and Sublandlord with respect to the Prime Lease Premises, (b) the Prime Lease is in full force and effect in accordance with its terms, (c) to Sublandlord's knowledge 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 and (d) Sublandlord is a wholly-owned subsidiary of ARIAD Pharmaceuticals, Inc. During the Term of this Sublease, Sublandlord shall pay to Prime Landlord when due all rent and all other charges reserved and covenanted to be paid by the "Tenant" under the Prime Lease. Sublandlord agrees that it will not agree to a termination of the Prime Lease unless in connection therewith the Prime Landlord accepts this Sublease as a direct lease between Prime Landlord and Subtenant. Additionally, Sublandlord agrees that it shall not, prior to the expiration of this Sublease, remove any Optional Removable Alterations, Required Removable Alterations or any other property owned by Sublandlord and currently affixed to the Subleased Premises and used in connection with the operations of the Subleased Premises.

Sublandlord’s Representations. Sublandlord represents and warrants that the Prime Lease is currently in force and effect, and that Sublandlord has not received written notice from Prime Landlord alleging any breach or default by Sublandlord under the Prime Lease. Sublandlord shall not do anything or suffer or permit anything to be done which results in a default under the Prime Lease or, except in connection with a casualty or condemnation affecting the Building, permit the Prime Lease to be cancelled or terminated, and Sublandlord shall not agree to any voluntary termination of the Prime Lease (except in connection with a casualty or condemnation affecting the Building) or any contraction of the Premises leased by Sublandlord pursuant to the Prime Lease if such contraction would affect any portion of the Subleased Premises. Sublandlord represents that, as of the Effective Date, to Sublandlord’s knowledge (without due inquiry or investigation), there are no hazardous substances in the Sublease Premises in violation of applicable laws.