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THIS SUBLEASE CONSENT AGREEMENT (the "Agreement") is entered into on this, ______________ _____, ________.
 
BY AND BETWEEN:

 
of:

,

 
("Landlord")

 
AND
 
of:

,

 
("Tenants")


SUBLEASE CONSENT AGREEMENT

 
In regard to the located at , (the "Premises").
 
RECITALS:
  1. The Tenant and the Landlord have executed the Lease agreement signed and dated on ______________ _____, ________, (Hereinafter referred to as the "Master Lease") covering the Premises and related improvements.

  2. Tenant desires to sublease


  1. CONSENT TO SUBLEASE:

    The Landlord hereby consents to the Sublease and the transactions contemplated. The Landlords consent to the Sublease will not be deemed as consent to:
    1. Any further or other subleasing of the Subleased Premises;
    2. Any subleasing of any other portion of the Premises, or:
    3. The subleasing of any portion of the Premises to any other subtenant or any other or different terms than those stated in the Sublease Agreement. The Tenant will provide Landlord with a fully executed copy of the Sublease Agreement promptly after execution.


  2. CONTINUING LIABILITY:

    Tenant acknowledges that:
    1. Tenant will remain primarily liable for, and will not be released from, the full and faithful performance of all terms and conditions of the Master Lease, notwithstanding the existence of (and Landlords consent to) the Sublease Agreement, or any breach commited by Subtenant under the Sublease, and
    2. Landlord will be entitled to pursue all remedies available in the event of the Tenants breach of the Master Lease, without regard to the performance or nonperformance of the terms of the Sublease by Subtenant.


  3. MONTHLY BASIC RENT:

    Landlord and Tenant acknowledge and agree that the Monthly Basic Rent due from Subteant under the Sublease is $ and does not exceed the Monthly Basic Rent due from Tenant under the Master Lease.


  4. ENTIRE AGREEMENT:

    This Agreement constitutes the entire agreement of the Landlord and the Tenant relating to its subject matter and replaces any prior negotiations, representations, agreements and understandings of the parties with respect to such matters oral or written. The Parties acknowledge that they have not relied on any promise, representation or warranty, expressed or implied, not contained in this Agreement.


  5. INTERPRETATION AND AMENDMENT:
    In interpreting the language of this Agreement, the Landlord and Tenant will be treated as having drafted this Agreement after meaningful negotiations. The language in this Agreement will be construed as to its fair meaning and not strictly for or against either Party. The Landlord and Tenant may modify this Agreement with written documentation.


  6. ATTORNEYS FEES:

    If any Party fails to perform any of its obligations under this Agreement or if a dispute arises between the Parties concerning the meaning of any provisions of this Agreement, and an action is filed, the prevailing party in any such action will be entitled to recover from the other party, in addition to any other relief that may be granted, its court costs and reasonable attorneys fees.


  7. SEVERABILITY
     
    Should any conflicts arise between any party of this Agreement and the applicable legislation of the State of , the State Laws will prevail and such provisions of the Agreement will be amended or deleted as necessary in order to comply with the State Laws. Furthermore, any provisions that are required by State Laws may be subsequently incorporated into this Agreement.
     
  8. BINDING EFFECT
     
    Except as otherwise provided in this Agreement, all of the covenants, conditions, and provisions of this Agreement shall apply to and bind the parties and the heirs, personal representatives, successors, and assigns of the parties.
     
  9. COUNTERPARTS:
     
    This Agreement may be signed in counterparts and all counterparts so executed will constitute one contract, binding on all parties hereto.
     
  10. GOVERNING LAW

    This Agreement shall be governed and construed in accordance with the laws of the State of .
     
  11. ENTIRE AGREEMENT
     
    This Agreement constitutes the entire agreement between the parties and supersedes any prior written or oral covenants or representations relating thereto and not set forth herein shall be binding on either party hereto. This Agreement may not be amended, modified, extended, or supplemented except by written instrument executed by the Landlord and Tenants. The Landlord has made no representation or warranty to Tenants except as herein expressly set forth.
     

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