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: (i) the Lease is in full force and effect in accordance with, and subject to, all of the terms, covenants, conditions and agreements contained therein; (ii) Sublandlord has not received any notice of any default by Sublandlord under the Lease, or delivered any notice of default to Landlord, which default remains uncured, and Sublandlord has no knowledge of any event which, with the giving of notice or the passage of time, or both would constitute a default by Sublandlord under the Lease or a default by Landlord under the Lease; (iii) Sublandlord holds the entire tenant’s interest in the Premises under the Lease, free and clear of any liens, claims, mortgages, charges or encumbrances, subleases and occupancies, other than this Sublease, the Lease and matters to which the tenancy of the Sublandlord, as the tenant under the Lease, is or may be subordinate; (iv) Sublandlord is not (A) on any list of specially designated nationals and blocked persons subject to financial sanctions, trade embargos, economic sanctions, or other prohibitions that is maintained by the U.S. Treasury Department, Office of Foreign Assets Control (“OFAC”) or any other similar list maintained by OFAC, (B) acting, directly or indirectly, for or on behalf of any person, group, entity or nation on any such list or any other person, group, entity, nation or transaction banned or blocked pursuant to any law, order, rule or regulation that is enforced or administered by OFAC and (C) not entering into this Sublease or otherwise engaging in the transactions contemplated in this Sublease directly or indirectly on behalf of, or instigating or facilitating this Sublease or this transaction, directly or indirectly on behalf of, any such person, group, entity or nation; (v) The Lease attached hereto as Exhibit D is a true, complete, and correct copy of the Lease, including all amendments thereto; (vi) As of the Suite 300 Commencement Date or Lower Level Commencement Date, as applicable, to Sublandlord’s knowledge, Sublandlord has not received notice of any violation of any Laws applicable to the Premises; and (vii) As of the date Sublandlord was indirectly acquired by Conagra Brands, Inc., to Sublandlord’s knowledge, Sublandlord has not received any notice of any violation of any Laws in connection with Hazardous Substances applicable to the Premises.
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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:
the Effective Date that, to Sublandlord’s actual knowledge, (i) the Master Lease is in full force and effect in accordance withand is valid and binding on the parties, and subject to, all no Event of Default has occurred under the terms, covenants, conditions Master Lease and agreements contained therein;
(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 ▇▇▇▇▇ ▇▇▇▇▇▇ or ▇▇▇▇ ▇’▇▇▇▇▇▇ without independent inquiry or investigation, and without imputation to such individuals or Sublandlord has not received any notice of facts and matters otherwise within the personal knowledge of any other officers or employees of Sublandlord or third parties.
(b) Provided Subtenant shall timely pay all Sublease Rent and other amounts when and as due under this Sublease, Sublandlord shall not commit an Event of Default as defined Section 19.11 of the Master Lease.
(c) Sublandlord covenants and agrees (i) not to do or fail to do anything which would constitute a default by Sublandlord or an Event of Default under the Master Lease; (ii) not to voluntarily surrender or agree to an early termination of the Master Lease whether pursuant to Section 28.31, Section 11.6, Article 13, or delivered pursuant to any other section under the Master Lease (unless Subtenant has exercised its corresponding right to terminate under such section(s)), and (iii) to deliver to Subtenant promptly following receipt thereof a copy of any notice of default or other correspondence regarding the Premises received from Landlord.
(d) Sublandlord shall not agree to Landlord, an amendment to the Master Lease which default remains uncured, and Sublandlord has no knowledge might have an adverse effect on the Sublease or upon Subtenant’s use of any event which, with the giving of notice or Premises for the passage of timePermitted Use, or both would constitute a default which may increase Subtenant’s obligations hereunder or decrease Subtenant’s rights hereunder.
(e) Provided Subtenant shall timely pay all rent and other amounts when and as due under this Sublease, Sublandlord shall pay, when and as due, all base rent, additional rent and other charges payable by Sublandlord under the Lease or a default by to Landlord under the Master Lease;
(iii) Sublandlord holds the entire tenant’s interest in the Premises under the Lease, free and clear of any liens, claims, mortgages, charges or encumbrances, subleases and occupancies, other than this Sublease, the Lease and matters to which the tenancy of the Sublandlord, as the tenant under the Lease, is or may be subordinate;
(iv) Sublandlord is not (A) on any list of specially designated nationals and blocked persons subject to financial sanctions, trade embargos, economic sanctions, or other prohibitions that is maintained by the U.S. Treasury Department, Office of Foreign Assets Control (“OFAC”) or any other similar list maintained by OFAC, (B) acting, directly or indirectly, for or on behalf of any person, group, entity or nation on any such list or any other person, group, entity, nation or transaction banned or blocked pursuant to any law, order, rule or regulation that is enforced or administered by OFAC and (C) not entering into this Sublease or otherwise engaging in the transactions contemplated in this Sublease directly or indirectly on behalf of, or instigating or facilitating this Sublease or this transaction, directly or indirectly on behalf of, any such person, group, entity or nation;
(v) The Lease attached hereto as Exhibit D is a true, complete, and correct copy of the Lease, including all amendments thereto;
(vi) As of the Suite 300 Commencement Date or Lower Level Commencement Date, as applicable, to Sublandlord’s knowledge, Sublandlord has not received notice of any violation of any Laws applicable to the Premises; and
(vii) As of the date Sublandlord was indirectly acquired by Conagra Brands, Inc., to Sublandlord’s knowledge, Sublandlord has not received any notice of any violation of any Laws in connection with Hazardous Substances applicable to the Premises.
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Sublandlord Representations. (a) To the best of Sublandlord’s 's actual knowledge, Sublandlord represents and warrants to Subtenant as follows as of its date of execution of this Sublease:
(i) the Lease is and the 2019 Sublease are in full force and effect in accordance with, and subject to, all of the terms, covenants, conditions and agreements contained therein. The Tenant did not exercise any termination right under the Lease;
(ii) Sublandlord has not received any notice of any default by Sublandlord under the LeaseLease or 2019 Sublease, or delivered any notice of default to LandlordLandlord or Tenant, which default remains uncured, and Sublandlord has no knowledge of any event which, with the giving of notice or the passage of time, or both would constitute a default by Sublandlord under the Lease or 2019 Sublease or a default by Landlord under the LeaseLease or a default by Tenant under the 2019 Sublease;
(iii) Sublandlord holds the Sublease, which is the entire tenant’s Tenant's interest in the Premises under the Lease, free and clear of any liens, claims, mortgages, charges or encumbrances, subleases and occupancies, other than this Sublease, the Lease Lease, the 2019 Sublease and matters to which the tenancy of the Sublandlord, as the tenant under the Lease, is or may be subordinate. Sublandlord is not a party to any subordination or nondisturbance agreement with respect to the Premises and the 2019 Sublease or the Lease;
(iv) Sublandlord is not (A) on any list of specially designated nationals and blocked persons subject to financial sanctions, trade embargos, economic sanctions, or other prohibitions that is maintained by the U.S. Treasury Department, Office of Foreign Assets Control (“"OFAC”") or any other similar list maintained by OFAC, (B) acting, directly or indirectly, for or on behalf of any person, group, entity or nation on any such list or any other person, group, entity, nation or transaction banned or blocked pursuant to any law, order, rule or regulation that is enforced or administered by OFAC and (C) not entering into this Sublease or otherwise engaging in the transactions contemplated in this Sublease directly or indirectly on behalf of, or instigating or facilitating this Sublease or this transaction, directly or indirectly on behalf of, any such person, group, entity or nation;
(v) The Lease attached hereto as Exhibit D B is a true, complete and correct copy of the Lease, including all amendments thereto, and the 2019 Sublease attached hereto as Exhibit C is a true, complete, and correct copy of the Lease2019 Sublease, including all amendments thereto;
(vi) As of the Suite 300 Commencement Date or Lower Level Commencement Date, as applicable, to Sublandlord’s 's knowledge, Sublandlord has not received written notice of any violation of any Laws applicable to the Premises; and
(vii) As of the date Sublandlord was indirectly acquired by Conagra Brands, Inc., to To Sublandlord’s 's knowledge, Sublandlord has not received any written notice of any violation of any Laws in connection with Hazardous Substances applicable to the Premises.
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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:
that (i) it is the holder of the interest of the Tenant under the Lease; (ii) that the Lease is in full force and effect in accordance withand has not been amended or modified, except as indicated above, and subject to, all of the terms, covenants, conditions a true correct and agreements contained therein;
complete copy is attached hereto as Exhibit ; (iiiii) Sublandlord it has not received any notices from any governing agency alleging any non-compliance of the Premises with the provisions of any applicable environmental laws nor has Sublandlord received notice for Master Landlord of any default by Sublandlord under the Lease, or delivered any notice of default to Landlord, which default Lease that remains uncured, and nor doers Sublandlord has no knowledge know of any event facts which, with the giving of notice or the passage of time, would ripen into a default; (iv) Sublandlord has not assigned, sublet, pledged or in any way transferred or encumbered its interests in the Premises; (v) to the best of its knowledge, the Premises is in compliance with applicable law as required of Sublandlord by the Lease, including the applicable provisions of the Americans With Disabilities Act of 1992; (vi) there is no existing breach by Sublandlord or the Master Landlord under the Lease and no event which with the giving of notice or passage of time or both would constitute a default thereunder; (vii) upon execution and delivery of a consent to this Sublease by Master Landlord, Sublandlord under has full right, power and authority to enter into this Sub-Sublease and to perform its obligations hereunder; (viii) all systems in the Lease or a default by Premises, including without limitation the lighting, HVAC, electrical and plumbing systems are in good working order; and (ix) there are no ongoing disputes between Sublandlord and Master Landlord under regarding any matters related to the Lease;
(iii) Sublease. Sublandlord holds the entire tenantfurther represents and warrants to Subtenant, that during Sublandlord’s interest in period of occupancy and use of the Premises under the Lease, free no Hazardous Materials were manufactured, refined, stored, disposed of, produced or processed on, under or in any part of the Premises by Sublandlord and clear no Hazardous Materials have been used in the construction by Sublandlord of any liens, claims, mortgages, charges alterations or encumbrances, subleases and occupancies, other than this Sublease, improvements to the Lease and matters to which the tenancy of the Sublandlord, as the tenant under the Lease, is or may be subordinate;
(iv) Sublandlord is not (A) on any list of specially designated nationals and blocked persons subject to financial sanctions, trade embargos, economic sanctions, or other prohibitions that is maintained by the U.S. Treasury Department, Office of Foreign Assets Control (“OFAC”) or any other similar list maintained by OFAC, (B) acting, directly or indirectly, for or on behalf of any person, group, entity or nation on any such list or any other person, group, entity, nation or transaction banned or blocked pursuant to any law, order, rule or regulation that is enforced or administered by OFAC and (C) not entering into Premises The parties hereto have executed this Sublease or otherwise engaging in at the transactions contemplated in this Sublease directly or indirectly place and on behalf ofthe dates specified above their respective signatures. SUBLANDLORD SUBTENANT MONOLITHIC POWER SYSTEMS, or instigating or facilitating this Sublease or this transactionINC., directly or indirectly on behalf ofa California company ANCHOR BAY TECHNOLOGIES, any such persona California corporation By: /s/ C. ▇▇▇▇▇▇▇ ▇▇▇▇▇, group▇▇. By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: C. ▇▇▇▇▇▇▇ ▇▇▇▇▇, entity or nation;▇▇. Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Chief Financial Officer Title: Chief Executive Officer By: By: Name: Name: Title: Title:
(v) The Lease attached hereto as Exhibit D is a true, complete, and correct copy of the Lease, including all amendments thereto;
(vi) As of the Suite 300 Commencement Date or Lower Level Commencement Date, as applicable, to Sublandlord’s knowledge, Sublandlord has not received notice of any violation of any Laws applicable to the Premises; and
(vii) As of the date Sublandlord was indirectly acquired by Conagra Brands, Inc., to Sublandlord’s knowledge, Sublandlord has not received any notice of any violation of any Laws in connection with Hazardous Substances applicable to the Premises.1. EXHIBIT “A”
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