Consent To Sublease Page 2
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18CONSENT TO SUBLEASE
This Consent to Sublease (the "Consent") dated as of _____, 20___, is made by
and
among
____________________________________,
a
_______________________
("Master
Lessor"),
___________________________________,
a
_________________
("Sublessor"),
and
_________________________,
a
_________________________
(“Sublessee”), with respect to the following:
RECITALS
A.
Master Lessor is the landlord and Sublessor is the tenant pursuant to that
certain written lease dated ________________, 20____ (the "Master Lease"), between
____________________________ as landlord and _______________________________ as
tenant. The Master Lease covers certain premises more particularly depicted on Exhibit A
hereto, commonly known as Suite
(the "Leased Premises") located in a building commonly
known as ___________________, ____________________, _______________ (the “Building”)
in a project commonly known as _____________________ (the “Project”).
B.
Sublessor desires to sublease all or a portion of the Leased Premises to
Sublessee, which portion of the Leased Premises (including all, if applicable) is more
particularly depicted on Exhibit B hereto (the "Subleased Premises"), and Master Lessor is
willing to consent thereto, but only on the terms and conditions set forth herein.
AGREEMENT
NOW, THEREFORE, IN CONSIDERATION OF the foregoing recitals and the
mutual promises set forth herein, and for other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the parties hereto agree as follows:
1.
Consent to the Sublease. In reliance on the representations, warranties and
covenants of Sublessor and Sublessee set forth in, respectively, paragraphs 2 and 3 below, and
subject to satisfaction of the conditions set forth in paragraph
45
below, Master Lessor hereby
consents to the sublease of the Subleased Premises to Sublessee on the terms and conditions set
forth herein and on the exact terms and conditions set forth in the sublease attached hereto as
Exhibit C (the "Sublease").
2.
Representations, Warranties and Covenants of Sublessor. As an inducement to
obtain the consent of Master Lessor to the Sublease, Sublessor hereby represents, warrants and
covenants to and with Master Lessor as follows, which representations, warranties and covenants
Sublessor acknowledges have been relied upon by Master Lessor in granting its consent to the
Sublease:
(a)
The rental reserved in the Sublease is the only rent (however denominated
and paid) payable by Sublessee to Sublessor. For the purposes of this subparagraph (a), the term
"rent" shall mean all consideration paid or given, directly or indirectly, for the use of the
Subleased Premises or any portion thereof. The term "consideration" shall mean and include
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