Common use of Tenant Representations Clause in Contracts

Tenant Representations. As a material inducement to Landlord entering into this Fifth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's predecessor in title with respect to the Building and Tenant, as amended to date (the "Declaration") there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Sixth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "“Response to Specific Security Questions—Questions – ▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," ” contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's ’s predecessor in title with respect to the Building and Tenant, as amended to date (the "“Declaration"”) there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Sixth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Third Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's ’s predecessor in title with respect to the Building and Tenant, as amended to date (the "“Declaration"”) there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Third Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Eighth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "“Response to Specific Security Questions—Questions — ▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," ” contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's ’s predecessor in title with respect to the Building and Tenant, as amended to date (the "“Declaration"”) there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Eighth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Ninth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "“Response to Specific Security Questions—Questions — ▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," ” contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's ’s predecessor in title with respect to the Building and Tenant, as amended to date (the "“Declaration"”) there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Ninth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth AmendmentAgreement, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's ’s predecessor in title with respect to the Building and Tenant, as amended to date (the "“Declaration"”) there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement Tenant, to Landlord entering into this Fifth Amendmentthe best of Tenant’s knowledge, Tenant represents and certifies to Landlord that Subtenant as of the date hereof: Effective Date as follows: (i) Tenant is not in default of any of its obligations as tenant under the Lease; (ii) the Lease is in full force and effect; (iii) Tenant has not sent to Landlord (or its property manager) any written notice stating that Landlord is in default of any of Landlord’s obligations under the Lease and, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ to ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's predecessor in title with respect to the Building and Tenant, as amended to date (the "Declaration") there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord Landlord’s obligations under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest received any written notice that any work is required under the Lease, Lease or sublet or licensed or granted any other occupancy rights with respect by applicable law to any or all of be done in the PremisesPhase I Subpremises and/or the Phase II Subpremises; (v) no consent or approval Tenant has not received any written notice of violation of any third party laws, ordinances, codes, rules, regulations or parties requirements affecting the Phase I Subpremises and/or the Phase II Subpremises, including laws governing accessibility and hazardous or toxic material; (vi) Tenant does not have any knowledge of the presence of Hazardous Materials (as defined in the Lease) or mold in or about the Phase I Subpremises and/or the Phase II Subpremises; (vii) a true, correct and complete redacted copy of the Lease is attached hereto as Exhibit “C”; (viii) the expiration date of the Lease is December 31, 2029; (ix) there are no improvements or alterations (including but not limited to Specialty Alterations) in the Phase I Subpremises and/or the Phase II Subpremises that are required to be removed upon the expiration or earlier termination of this Sublease or the Lease; and (x) the consent of Overlandlord (as defined in the Lease) is not required in connection with this Sublease and (other than the Landlord Consent) there are no outstanding requirements under the Underlying Lease (as defined in the Lease) required in order for Tenant and Subtenant to enter into this Sublease. Tenant covenants that; (xi) Tenant will not enter into any amendment or modification of the Lease which could adversely affect Subtenant’s rights and/or obligations under this Sublease or its use and be bound by this Fifth Amendmentoccupancy of the Phase I Subpremises and/or the Phase II Subpremises without the prior written consent of Subtenant; (xii) except in connection with the exercise of Tenant’s rights under the Lease upon a casualty or condemnation, Tenant will not voluntarily terminate (or otherwise agree to the termination of) the Lease, including, without, limitation, in connection with Tenant’s cancellation option set forth in Article 36 of the Lease, without Subtenant’s prior written consent; and (vixiii) Tenant is not, and the performance by Tenant of shall not default in its obligations hereunder shall not render as “Tenant” under the Lease, insolvent within except to the meaning extent the same results from Subtenant’s violation of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulationSubtenant’s obligations under this Sublease. 7.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Amendment, Tenant represents and certifies warrants to Landlord that as of (a) Tenant is the date hereof: (i) current tenant under the Lease, as modified hereby(b) Tenant has not sublet, assigned, licensed, hypothecated, pledged, sold or otherwise transferred or conveyed any interest in the Lease or the Demised Premises to any other party, and together with that certain letter dated September 24no party other than Tenant has any tenancy interest whatsoever in the Lease or the Demised Premises (or any portion thereof), 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇(c) no third party consent is required for the execution and performance of this Agreement by ▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's predecessor in title with respect to the Building and Tenant, as amended to date (the "Declaration") there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (iid) to Tenant’s actual knowledge, on the best of Tenant's knowledgeeffective date hereof, Landlord is not in default under the Lease and Tenant has no claims against Landlord, nor is Tenant entitled to any concession, rebate, allowance or free rent (continuing beyond except as set forth in this Agreement), (e) there is no leasehold mortgage affecting the expiration Lease or the Demised Premises, (f) Tenant has the full right and authority to enter into this Agreement and the transactions contemplated herein and the person signing this Agreement and any other document or instrument contemplated hereby on behalf of any applicable notice or grace periodsTenant is duly authorized to do so, (g) this Agreement and all other documents to be executed by Tenant in any respect connection herewith are legal, valid, and binding obligations of Tenant and are enforceable against Tenant in any of the accordance with their respective terms, covenants and conditions (h) to Tenant’s actual knowledge, there are no mechanic’s, materialmen’s or other liens created by Tenant or anyone claiming by, through or under Tenant affecting the Demised Premises or the land or improvements of which the Demised Premises are a part. Tenant acknowledges that Landlord is relying on the foregoing representations and warranties in entering into this Agreement and that such representations shall survive the termination of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Tenth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "“Response to Specific Security Questions—Questions — ▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," ” contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's ’s predecessor in title with respect to the Building and Tenant, as amended to date (the "“Declaration"”) there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's ’s knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Tenth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's predecessor in title with respect to the Building and Tenant, as amended to date (the "Declaration") there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.

Tenant Representations. As a material inducement to Landlord entering into this Fifth Fourth Amendment, Tenant represents and certifies to Landlord that as of the date hereof: (i) the Lease, as modified hereby, and together with that certain letter dated September 24, 2007 from ▇▇▇ ▇▇▇▇▇▇▇▇ to ▇▇▇▇ ▇▇▇▇▇▇▇▇, with the subject line "Response to Specific Security Questions—▇▇▇▇▇▇ ▇▇▇▇▇ Corporate Center," contains the entire agreement between the parties hereto relating to the Premises and that, except for that certain Amended and Restated Declaration of Covenants and Easements between the Landlord's predecessor in title with respect to the Building and Tenant, as amended to date (the "Declaration") there are no other agreements between the parties relating to the Premises, the Building or the Lease which are not contained or referred to herein or in the Lease, (ii) to the best of Tenant's knowledge, Landlord is not in default (continuing beyond the expiration of any applicable notice or grace periods) in any respect in any of the terms, covenants and conditions of the Lease; (iii) Tenant has no existing setoffs, counterclaims or defenses against Landlord under the Lease; (iv) Tenant has not assigned or pledged its leasehold interest under the Lease, or sublet or licensed or granted any other occupancy rights with respect to any or all of the Premises; (v) no consent or approval of any third party or parties is required in order for Tenant to enter into and be bound by this Fifth Fourth Amendment; and (vi) Tenant is not, and the performance by Tenant of its obligations hereunder shall not render Tenant, insolvent within the meaning of the United States Bankruptcy Code, the Internal Revenue Code or any other applicable law, code or regulation.