Common use of Sublandlord Representations Clause in Contracts

Sublandlord Representations. Sublandlord represents to Assignee that (i) the Prime Lease is in full force and effect, and has not been further amended; (ii) the Sublease is in full force and effect, and has not been amended; (iii) to Sublandlord’s best knowledge, no default exists on the part of Sublandlord under the Prime Lease or the Sublease, nor, except as provided below, does there exist any event which, with the giving of notice or passage of time or both, could constitute such a default or event of default, (iv) to Sublandlord’s best knowledge, there are no pending or threatened actions, suits or proceedings before any court or administrative agency against Sublandlord which could, in the aggregate, adversely affect the Sublease Premises or the ability of Sublandlord to perform its obligations under the Sublease, and Sublandlord is not aware of any facts which might result in any actions, suits or proceedings, and (v) except for the past due amounts described in Section 3 above, to Sublandlord’s best knowledge no default exists on the part of Subtenant under the Sublease, nor does there exist any event which, with the giving of notice or passage of time or both, could constitute such a default. Approximately three years ago, Original Prime Landlord claimed that Sublandlord is obligated to include in the premises covered by the Prime Lease certain ground floor retail space in the Building. Sublandlord disputed such claim, but is currently paying rent thereon with a reservation of rights.

Appears in 1 contract

Sources: Assignment, Assumption, and Amendment of Sublease (Intervoice Inc)

Sublandlord Representations. Sublandlord represents to Assignee that and warrants: (i) that it is the Prime holder of the interest of the “Tenant” under the Master Lease and said interest is not the subject of any lien, assignment, sublease, or other hypothecation or pledge, (ii) that the Master Lease is in full force and effecteffect unmodified, except as set forth above, and has not been further amended; (ii) constitutes the entire agreement between the Landlord and Sublandlord in respect of the Sublease is in full force and effectPremises, and has not been amended; (iii) to Sublandlord’s best knowledge, that no notices of default exists have been served on the part of Sublandlord under the Prime Master Lease or the Sublease, nor, except as provided below, does there exist any event which, with the giving of notice or passage of time or both, could constitute such a default or event of defaultwhich have not been cured, (iv) to the best of Subtenant’s knowledge, neither Sublandlord nor Landlord is in default under the Master Lease; (v) there are no financing statements outstanding with respect to the Sublease Premises or any fixtures therein or improvements or alterations thereto under which Sublandlord is the debtor; (vi) that to the best of Sublandlord’s best knowledge, there are no pending Hazardous Materials in on or threatened actionsabout the Building, suits the Land or proceedings before any court or administrative agency against Sublandlord which could, in the aggregate, adversely affect the Sublease Premises Premises; and (vii) that, to the best of Sublandlord’s knowledge, there are currently no uncured violations of any federal, state or local laws, regulations, codes, executive orders, guidelines or requirements affecting the Sublease Premises, the Land or the ability of Sublandlord to perform its obligations under the Sublease, and Sublandlord is not aware of any facts which might result in any actions, suits or proceedings, and (v) except for the past due amounts described in Section 3 above, to Sublandlord’s best knowledge no default exists on the part of Subtenant under the Sublease, nor does there exist any event which, with the giving of notice or passage of time or both, could constitute such a default. Approximately three years ago, Original Prime Landlord claimed that Sublandlord is obligated to include in the premises covered by the Prime Lease certain ground floor retail space in the Building. Sublandlord disputed such claim, but is currently paying rent thereon with a reservation of rights.

Appears in 1 contract

Sources: Sublease Agreement (Iomai Corp)

Sublandlord Representations. Sublandlord represents to Assignee that and warrants: (i) that it is the Prime holder of the interest of the “Tenant” under the Lease and said interest is not the subject of any lien, assignment, sublease, or other hypothecation or pledge; (ii) that the Lease is in full force and effecteffect unmodified, and has not been further amended; (ii) constitutes the Sublease is entire agreement between the Landlord and Sublandlord in full force and effect, and has not been amendedrespect of the Sublet Premises; (iii) to Sublandlord’s best knowledge, that no notices of default exists have been served on the part of Sublandlord under the Prime Lease or the Sublease, nor, except as provided below, does there exist any event which, with the giving of notice or passage of time or both, could constitute such a default or event of default, which have not been cured; (iv) to the best of Sublandlord’s best knowledge, there are no pending or threatened actions, suits or proceedings before any court or administrative agency against neither Sublandlord which could, nor Landlord is in default under the Lease; (v) that nothing in the aggregateLease is inconsistent with the rights and interests of Subtenant hereunder, (vi) Sublandlord has the full right, power and authority to sublet the Sublet Premises to Subtenant hereunder (and to enter into this Sublease) and no further consents or approvals with respect to this Sublease are required from any third party other than Landlord, (vii) the Redacted Provisions (a) do not in any way restrict or limit the rights of Subtenant under this Sublease or otherwise adversely affect the Sublease Premises Subtenant’s rights or the ability of Sublandlord to perform its obligations under the this Sublease, and Sublandlord is (b) will not aware be breached by Subtenant if it complies with the terms and conditions of any facts which might result in any actions, suits or proceedingsthis Sublease, and (vviii) except for the past due amounts described in Section 3 above, to Sublandlord’s best knowledge no default exists on the part expiration date of Subtenant under the Sublease, nor does there exist any event which, with the giving of notice or passage of time or both, could constitute such a default. Approximately three years ago, Original Prime Landlord claimed that Sublandlord is obligated to include in the premises covered by the Prime Lease certain ground floor retail space in the Building. Sublandlord disputed such claimis December 30, but is currently paying rent thereon with a reservation of rights2024.

Appears in 1 contract

Sources: Sublease (SELLAS Life Sciences Group, Inc.)