Consent To Sublease Page 5
ADVERTISEMENT
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
184.
Representations, Warranties and Covenants of Master Lessor. As an inducement
to Sublessee to execute the Sublease, Master Lessor hereby represents, warrants and covenants
as follows, which representations, warranties and covenants Master Lessor acknowledges have
been relied upon by Sublessee in entering into the Sublease:
(a)
No default of the obligations to be performed under the Master Lessor by
Sublessor presently exists thereunder.
(b)
The Master Lease is in full force and effect.
(c)
Master Lessor shall obtain for the benefit of Sublessee a subordination,
attornment and non-disturbance agreement from Master Lessor’s lender, in form and substance
5
reasonably acceptable to Sublessee.
4.5.
Conditions to Master Lessor's Consent.
Without in any way limiting the
provisions of this Consent, Master Lessor's consent to the Sublease is conditioned upon
satisfaction of the following conditions:
(a)
Master Lessor's receipt, within ten (10) days of the date hereof, of a fully
executed copy of the Sublease, identical in form and substance to Exhibit C hereto.
(b)
Master Lessor's receipt, within ten (10) days of the date hereof, of a fully
executed copy of this Consent.
(c)
Notwithstanding anything to the contrary in the Sublease, Master Lessor's
consent to the Sublease is conditioned upon Sublessor's receipt of the profit from all sub-
subtenancies, irrespective of the number of levels thereof, Master Lessor's share of which shall
be passed through to Master Lessor in accordance with subparagraph 2(b) above.
(d)
In no event shall either Sublessor or Sublessee have the right to exercise
any options or rights of first refusal or first offer granted to Sublessor under the Master Lease, it
being acknowledged and agreed that the waiver of any rights to exercise the same is material
consideration for Master Lessor’s consent granted hereby.
(e(c)
Sublessor hereby authorizes
Master Lessor to furnish to the Subleased Premises services requested by Sublessee
which are
consistent, in terms of type of services and quantity requested, with the services Sublessor is
entitled to receive from Master Lessor under the Master Lease
and to bill Sublessee directly for
such services for the convenience of and without notice to Sublessor. Sublessee hereby agrees to
pay Master Lessor all amounts due for such services on the due dates thereof. If Sublessee shall
fail to so pay, Sublessor shall pay such amounts to Master Lessor upon demand and such
amounts shall become additional rent under the Master Lease.
5
Sublessee may require non-disturbance from a lender if, e.g., there are above-market tenant
improvements in the Subleased Premises or if Sublessee is spending tenant improvement dollars
in the space. It is not a customary request from a subtenant, and probably wouldn’t be
unreasonable for a landlord to resist as landlords tend to prefer to limit requests of their lenders
to matters that benefit the landlord.
5
ADVERTISEMENT
0 votes
Related Articles
Related forms
Related Categories
Parent category: Business