Common use of Sublease Consent Clause in Contracts

Sublease Consent. The parties acknowledge and agree that the Lease provides that Sublandlord’s ability to sublet the Subleased Premises is subject to the consent of the Landlord, and therefore, a condition to the effectiveness of this Sublease is that the Landlord execute and deliver the Sublease Consent in a form reasonably satisfactory to Sublandlord. Sublandlord shall use reasonable efforts to obtain such consent, and Subtenant shall reasonably cooperate with Sublandlord in connection with those efforts, including, without limitation, promptly delivering such financial and other information and documentation that Landlord reasonably requests. If, notwithstanding such reasonable efforts, Landlord does not execute a Sublease Consent in form reasonably satisfactory to Sublandlord by March 18 , 2010 this Sublease shall be null and void and of no further effect, in which case Sublandlord and Subtenant shall promptly return to one another any items or funds delivered to the other pursuant to this Sublease, and neither shall have any further obligations to the other hereunder. Sublandlord will request that Landlord incorporate into the Sublease Consent Landlord’s agreement to recognize this Sublease as a direct lease between Landlord and Subtenant in the event of the termination of the Lease prior to its scheduled expiration date. Subtenant acknowledges and agrees that the effectiveness of this Sublease shall not be contingent on Landlord’s agreement to recognize the Sublease as a direct lease in the event of the termination of the Lease prior to its scheduled expiration date.

Sublease Consent. The parties acknowledge and agree Lessee shall not, without the prior written consent of Lessor (which shall not be unreasonably withheld), (i) advertise that any portion of the Lease provides that Sublandlord’s ability to sublet the Subleased Leased Premises is available for lease, (ii) assign, sublease, or encumber this Lease or any estate or interest herein, whether directly or by operation of law, (iii) permit any other entity to become Lessee hereunder by merger, consolidation, or other reorganization, (iv) sublet any portion of the Leased Premises, (v) grant any license, concession, or other right of occupancy of any portion of the Leased Premises, or (vi) permit the use of the Leased Premises by any parties other than Lessee (any of the events listed in clauses (ii) through (vi) being a "Sublease"). If Lessee requests Lessor's consent to a Sublease, -------- then Lessee shall provide Lessor with a written description of all terms and conditions of the proposed Sublease, copies of the proposed documentation, and the following information about the proposed sublease: name and address; reasonably satisfactory information about its business and business history; its proposed use of the Leased Premises; banking, financial, and other credit information; and general references sufficient to enable Lessor to determine the proposed sublessee's credit worthiness and character. Lessee shall reimburse Lessor for its attorneys' fees and other expenses incurred in connection with considering any request for its consent to a Sublease. If Lessor consents to a proposed Sublease, then the proposed sublessee shall deliver to Lessor a written agreement whereby it expressly assumes the Lessee's obligations hereunder; however, any sublessee of less than all of the space in the Leased Premises shall be liable only for obligations under this Lease that are properly allocable to the space subject to the consent of the Landlord, and therefore, a condition to the effectiveness of this Sublease is that the Landlord execute and deliver the Sublease Consent in a form reasonably satisfactory to Sublandlord. Sublandlord shall use reasonable efforts to obtain such consent, and Subtenant shall reasonably cooperate with Sublandlord in connection with those efforts, including, without limitation, promptly delivering such financial and other information and documentation that Landlord reasonably requests. If, notwithstanding such reasonable efforts, Landlord does not execute a Sublease Consent in form reasonably satisfactory to Sublandlord by March 18 , 2010 this Sublease shall be null and void and of no further effect, in which case Sublandlord and Subtenant shall promptly return to one another any items or funds delivered to the other pursuant to this Sublease, and neither shall have any further obligations only to the other hereunder. Sublandlord will request that Landlord incorporate into the Sublease Consent Landlord’s agreement to recognize this Sublease as a direct lease between Landlord and Subtenant in the event extent of the termination of the Lease prior rent it has agreed to its scheduled expiration datepay Lessee therefor. Subtenant acknowledges and agrees that the effectiveness of this Lessor's consent to a Sublease shall not release Lessee from performing its obligations under this Lease, but rather Lessee and its sublessee shall be contingent on Landlord’s agreement jointly and severally liable therefor. Lessor's consent to recognize any Sublease shall not waive Lessor's rights as to any subsequent Subleases. If an Event of Default occurs while the Sublease as Leased Premises or any part thereof are subject to a direct lease Sublease, then Lessor, in the event of the termination of the Lease prior addition to its scheduled expiration dateother remedies, may collect directly from such sublessee all rents becoming due to Lessee and apply such rents against rent. Lessee authorizes its sublessees to make payments of rent directly to Lessor upon receipt of notice from Lessor to do so.

Sublease Consent. The parties acknowledge and agree that This Sublease shall become effective only if the Lease provides that Sublandlord’s ability to sublet the Subleased Premises written consent hereto of Underlying Landlord is subject to the first obtained. If such written consent of the Landlordis not obtained, and therefore, a condition to the effectiveness of this Sublease is that the Landlord execute and deliver the Sublease Consent in a form reasonably satisfactory to Sublandlord. Sublandlord shall use reasonable efforts to obtain such consent, and Subtenant shall reasonably cooperate with Sublandlord in connection with those efforts, including, without limitation, promptly delivering such financial and other information and documentation that Landlord reasonably requests. If, notwithstanding such reasonable efforts, Landlord does not execute a Sublease Consent in form reasonably satisfactory to Sublandlord by March 18 , 2010 then this Sublease shall be null and void and of no further effect, in which case Sublandlord force or effect and Subtenant Sublessor shall promptly return to one another any items or funds delivered to Sublessee the other pursuant to this Subleasefirst month’s rent and the security deposit, and thereupon neither party shall have any further obligations obligation to the other hereunderother. Sublandlord will request that Landlord incorporate into the Sublease Consent Landlord’s agreement to recognize Upon execution and delivery of this Sublease as a direct lease between Landlord by Sublessor and Subtenant in the event Sublessee and receipt of the termination first month’s rent and security deposit, Sublessor shall promptly request the consent of Underlying Landlord to this Sublease. Sublessee agrees to provide such information in connection with such request as Underlying Landlord shall reasonably request. If the Lease prior foregoing consent is not obtained within the time period provided to its scheduled expiration dateUnderlying Landlord pursuant to the Underlying Lease, then this Sublease shall be deemed cancelled, null and void. Subtenant Sublessee acknowledges and agrees that Underlying Landlord shall retain and be afforded any and all rights granted specifically to Underlying Landlord by the effectiveness of this Sublease shall not be contingent on Landlord’s agreement Underlying Lease with respect to recognize the Sublease as a direct lease in the event requested subletting of the termination Premises, and that any potential interest of Sublessee to occupy the Lease prior Sublet Premises shall remain subject and subordinate to its scheduled expiration datethe rights of Underlying Landlord related thereto.

Sublease Consent. The parties acknowledge and agree that the Lease provides that Sublandlord’s ability to sublet the Subleased Premises is subject to the consent of the Landlord, and therefore, a condition to the effectiveness of this Sublease is that the Landlord execute and deliver the Sublease Consent in a form reasonably satisfactory to Sublandlord. Sublandlord shall use reasonable efforts to obtain such consent, and Subtenant shall reasonably cooperate with Sublandlord in connection with those efforts, including, without limitation, promptly delivering such financial and other information and documentation that Landlord reasonably requests. If, notwithstanding such reasonable efforts, Landlord does not execute a Sublease Consent in form reasonably satisfactory to Sublandlord by March 18 18, 2010 this Sublease shall be null and void and of no further effect, in which case Sublandlord and Subtenant shall promptly return to one another any items or funds delivered to the other pursuant to this Sublease, and neither shall have any further obligations to the other hereunder. Sublandlord will request that Landlord incorporate into the Sublease Consent Landlord’s agreement to recognize this Sublease as a direct lease between Landlord and Subtenant in the event of the termination of the Lease prior to its scheduled expiration date. Subtenant acknowledges and agrees that the effectiveness of this Sublease shall not be contingent on Landlord’s agreement to recognize the Sublease as a direct lease in the event of the termination of the Lease prior to its scheduled expiration date.

Sublease Consent. The parties acknowledge and agree Lessee shall not, without the prior written consent of Lessor (which Lessor may grant or deny in its sole discretion), (i) advertise that any portion of the Lease provides that Sublandlord’s ability to sublet the Subleased Leased Premises is available for lease, (ii) assign, sublease, or encumber this Lease or any estate or interest herein, whether directly or by operation of law, (iii) sublet any portion of the Leased Premises, (iv) grant any license, concession, or other right of occupancy of any portion of the Leased Premises, or (v) permit the use of the Leased Premises by any parties other than Lessee (any of the events listed in clauses (ii) through (v) being a "Sublease"). If Lessee requests Lessor's consent to a Sublease, then Lessee shall provide Lessor with a written description of all terms and conditions of the proposed Sublease, copies of the proposed documentation, and the following information about the proposed sublease: name and address; reasonably satisfactory information about its business and business history; its proposed use of the Leased Premises; banking, financial, and other credit information; and general references sufficient to enable Lessor to determine the proposed sublessee's credit worthiness and character. Lessee shall reimburse Lessor for reasonable attorneys' fees and other reasonable expenses incurred in connection with considering any request for its consent to a Sublease. If Lessor consents to a proposed Sublease, then the proposed sublessee shall deliver to Lessor a written agreement whereby it expressly assumes the Lessee's obligations hereunder; however, any sublessee of less than all of the space in the Leased Premises shall be liable only for obligations under this Lease that are properly allocable to the space subject to the consent of the Landlord, and therefore, a condition to the effectiveness of this Sublease is that the Landlord execute and deliver the Sublease Consent in a form reasonably satisfactory to Sublandlord. Sublandlord shall use reasonable efforts to obtain such consent, and Subtenant shall reasonably cooperate with Sublandlord in connection with those efforts, including, without limitation, promptly delivering such financial and other information and documentation that Landlord reasonably requests. If, notwithstanding such reasonable efforts, Landlord does not execute a Sublease Consent in form reasonably satisfactory to Sublandlord by March 18 , 2010 this Sublease shall be null and void and of no further effect, in which case Sublandlord and Subtenant shall promptly return to one another any items or funds delivered to the other pursuant to this Sublease, and neither shall have any further obligations only to the other hereunder. Sublandlord will request that Landlord incorporate into the Sublease Consent Landlord’s agreement to recognize this Sublease as a direct lease between Landlord and Subtenant in the event extent of the termination rent it has agreed to pay Lessee therefor. Upon the approval by Lessor of any such Sublease of all of the Leased Premises to a third party unaffiliated with Lessee and the actual subletting thereof by Lessee, Lessee shall be released of all liability and obligations under this Lease prior for obligations arising or due subsequent to its scheduled expiration datethe effective date of such Sublease for any act, occurrence or omission relating to the Leased Premises or this Lease. Subtenant acknowledges and agrees that the effectiveness of this Lessor's consent to any Sublease shall not be contingent on Landlord’s agreement waive Lessor's rights as to recognize any subsequent Subleases. If an Event of Default occurs while the Leased Premises or any part thereof are subject to a Sublease, then Lessor, in addition to its other remedies, may collect directly from such sublessee all rents becoming due to Lessee and apply such rents against rent. Lessee authorizes its sublessees to make payments of rent directly to Lessor upon receipt of notice from Lessor to do so. To the extent that any such Sublease as a direct lease may provide for rents in the event excess of the termination of rental rate then in effect for the Lease prior to its scheduled expiration dateLeased Premises, then Lessee and Lessor shall divide and share such excess rental on a 50 - 50 basis.