Exhibit 10.25
SUBLEASE AGREEMENT
The parties agree as follows:
Date of this July 12, 1996
Sublease:
Parties to this Overtenant: Xxx Xxxxxx
Sublease: Address for notices: 000 Xxxxx Xxxxxx, 0xx floor
You, the Undertenant: Hippo, Inc. (Xxxx X.
Xxxxxx, Chief Executive
Officer)
Address for notices: 0000 X. Xxxxxxx Xxxxxxx,
Xxxx Xxxxx, Xxxxxxx 00000
(000) 000-0000
If there are more than one Overtenant or Undertenant
the words "Overtenant" and "Undertenant" used in this
Sublease includes them.
Information from Landlord: Xxxxxx Xxxxxx Associates
Over-Lease Address for notices: 000 Xxxxx Xxxxxx
Xxxxxxxxxx:
Address for notices:
Date of Over-Lease Jan. 1, 1994
Term: From July 22, 1996 to July 30 1997
A copy of the Over-Lease is attached as an important
part of the Sublease.
Term: 11 One year: 1/4 months: Beginning: July 22, 1996
ending: July 30, 1997
Premises rented: 12. 000 Xxxxx Xxxxxx Xxx Xxxx, XX, 5th Floor
Southwest Space
Use of premises: 13. General Office and Design Studio (space only)
Rent: 14. The yearly rent is $30,000. You, the Undertenant,
will pay this yearly rent to the Overtenant in twelve
equal monthly payments of $2,500.00. Payments shall
be paid in advance on the first day of each month
during the Term.
Security: 15. The security for the Undertenant's performance is
$5,000.00. Overtenant states that Overtenant has
received it. Overtenant shall hold the security in
accordance with Paragraph __ of the Over-Lease.
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Agreement to lease 16. Overtenant sublets the premises to you, the
and pay rent: Undertenant, for the Term. Overtenant states that it
has the authority to do so. You, the Undertenant,
agree to pay the Rent and other charges as required
in the Sublease. You, the Undertenant, agree to do
everything required of you in the Sublease.
Notices: 17. All notices in the Sublease shall be sent by
certified mail, "return receipt requested."
Subject to: 18. The Sublease is subject to the Over-Lease. It is
also subject to any agreement to which the Over-Lease
is subject. You, the Undertenant, state that you have
read and initialized the Over-Lease and will not
violate it in any way.
Overtenant's 19. The Over-Lease describes the Landlord's duties.
duties: The Overtenant is not obligated to perform the
Landlord's duties. If the Landlord fails to perform,
you, the Undertenant, must send the Overtenant a
notice. Upon receipt of the notice, the Overtenant
shall then promptly notify the Landlord and demand
that the Over-Lease agreement be carried out. The
Overtenant shall continue the demands until the
Landlord performs.
Consent: 20. If the Landlord's consent to the Sublease is
required, this consent must be received within _____
days from the date of this Sublease. If the
Landlord's consent is not received within this time,
the Sublease will be void. In such event all parties
are automatically released and all payments shall be
refunded to you, the Undertenant.
Adopting the 21. The provisions of the Over-Lease are part of this
Over-Lease and Sublease. All the provisions of the Over-Lease
exceptions: applying to the Overtenant are binding on you, the
Undertenant, except these:
(a) These numbered paragraphs of the Over-Lease shall
not apply:
(b) These numbered paragraphs of the Over-Lease are
changed as follows:
RIDER TO SUBLEASE ITEMS ATTACHED HEREWITH:
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RIDER TO SUBLEASE AGREEMENT
1. Space cannot be occupied by more than 8 people. No cooking or sleeping in
leased space. Sound and noise must conform to House Rules.
2. Undertenant to accept leased area 'as is' and additional improvements,
additional electrical, telephone, alarms, partitions, ac units, etc., are the
sole responsibility of the Undertenant. Upon termination of the lease by the
Landlord, Undertenant shall leave space, as received, with reasonable wear and
tear accepted. All alterations, additions or deletions must be approved by
Overtenant prior to the start of the work. Fixtures, air conditioning unit,
lighting, etc. are properties of Overtenant.
3. Elevator is to be locked at all times for security.
4. Undertenant shall pay 50% of Con Edison for the 5th floor which is metered
separately from the rest of the building but shared with other tenants on the
5th floor. Bills shall be paid to Xxxxxx Xxxxxx Associates within 10 days of
presentation.
5. All tenants of the 5th floor shall maintain common hall. Undertenant is
responsible for maintaining the toilet room adjacent the hall. If lobby or
elevator is abused by undertenant, undertenant shall compensate the Landlord for
the damages.
6. All commercial garbage is the responsibility of Undertenant. Undertenant
responsible for exterminators, locks, alarms, cable TV, and telephone.
7. Overtenant agrees to provide Undertenant any notice from the Landlord and/or
Coop which relates to the 5th floor.
8. Undertenant is hereby granted an option to renew this sublease for a
additional two year term for $2665.00 per month in rent provided the Undertenant
is not in default and that the Undertenant notifies the Overtenant by certified
mail two months prior to termination.
9. There will be a 5% late fee if rent is received later than the 5th day of
each month.
10. Space cannot be sublet and Lease cannot be assigned.
/S/ Xxxxxx Xxxxxx
--------------------------
Xxxxxx Xxxxxx Associates
/S/ Xxxx Xxxxxx, CEO
--------------------------
Hippo, Inc. 7/12/96
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LEASE AGREEMENT
The Landlord and Tenant agree to lease the Apartment at the Rent and for the
Term stated on these terms:
LANDLORD: Xxxxxx Xxxxxx TENANT: Xxxxxx Xxxxxx Associates
Address for Notices: 000 Xxxxx Xxxxxx 000 Xxxxx Xxxxxx
Xxx Xxxx, X.X. 00000 Xxx Xxxx, Xxx Xxxx 00000
Apartment (and terrace, if any): 0xx Xxxxx xx 000 Xxxxx Xxxxxx
Lease date: Term: Yearly Rent: $
September __, 1993 beginning: January 1, 1994 Monthly Rent: $
ending: 1999 Security: $
Rider: Additional terms on _____ page(s) initialed at the end by the parties
is attached and made a part of this Lease.
1. Use: Legal use only.
2. Failure to give possession
Landlord shall not be liable for failure to give Tenant possession of the
Apartment on the beginning date of the Term. Rent shall be payable as of the
beginning of the Term unless Landlord is unable to give possession. Rent shall
then be payable as of the date possession is available. Landlord will notify
Tenant as to the date possession is available. The ending date of the Term will
not change.
3. Rent, added rent
The rent payment for each month must be paid on the first day of that
month at Landlord's address. Landlord need not give notice to pay the rent. Rent
must be paid in full and no amount subtracted from it. The first month's rent is
to be paid when Tenant signs this Lease. Tenant may be required to pay other
charges to Landlord under the terms of this Lease. They are to be called "added
rent." This added rent is payable as rent, together with the next monthly rent
due. If Tenant fails to pay the added rent on time, Landlord shall have the same
rights against Tenant as if Tenant failed to pay rent. Payment of rent in
installments is for Tenant's convenience only. If Tenant defaults, Landlord may
give notice to Tenant that Tenant may no longer pay rent in installments. The
entire rent for the remaining part of the Term will then be due and payable.
4. Security
Tenant has given Security to Landlord in the amount stated above. If
Tenant fully complies with all of the terms of this Lease, Landlord will return
the Security after the Term ends. If Tenant does not fully comply with the terms
of this Lease, Landlord may use the Security to pay amounts owed by Tenant,
including damages. If Landlord sells or leases the Building, Landlord may give
the Security to the buyer or lessee. Tenant will look only to the buyer or
lessee for the return of the Security.
5. Services
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Landlord will supply: (a) heat as required by law, and (b) hot and cold
water for bathroom and kitchen sink. Stopping or reducing of service(s) will not
be reason for Tenant to stop paying rent, to make a money claim or to claim
eviction. Damage to the equipment or appliances supplied by Landlord caused by
Tenant's act or neglect, may be repaired by Landlord at Tenant's expense. The
repair cost will be added rent.
Tenant must pay for all electric, gas, telephone and other utility
services used in the Apartment and arrange for them with the public utility
company.
Landlord may stop service of the plumbing, heating, elevator, air cooling
or electrical systems, because of accident, emergency, repairs, or changes until
the work is complete. If unable to supply any service because of labor trouble,
Government order, lack of fuel supply or other cause not controlled by Landlord,
Landlord is excused from supplying that service. Service shall resume when
Landlord is able to supply it.
6. Repairs
Tenant must take good care of the Apartment and all equipment and
fixtures in it. Tenant must, at Tenant's cost, make all repairs and replacements
whenever the need results from Tenant's act or neglect. If Tenant fails to make
a needed repair or replacement, Landlord may do it. Landlord's expense will be
added rent.
7. Alterations
Tenant must obtain Landlord's prior written consent to install any
paneling, flooring, "built in" decorations, partitions, railings or make
alterations or to paint or wallpaper the apartment. Tenant must not change the
plumbing, ventilating, air conditioning, electric or heating systems. If consent
is given, the alterations and installations shall become the property of
Landlord when completed and paid for, and shall remain with and as part of the
Apartment at the end of the Term. Landlord has the right to demand that Tenant
remove the alterations and installations before the end of the Term. The demand
shall be by notice, given at least 15 days before the end of the Term. Landlord
is not required to do or pay for any work unless stated in this Lease.
8. Fire, accident, defects, damage
Tenant must give Landlord prompt notice of fire, accident, damage or
dangerous or defective condition. If the Apartment cannot be used because of
fire or other casualty, tenant is not required to pay for the time the Apartment
is unusable. If part of the Apartment cannot be used, Tenant must pay rent for
the usable part. Landlord shall have the right to decide which part of the
Apartment is usable. Landlord need only repair the damaged structural parts of
the Apartment. Landlord is not required to repair or replace any equipment,
fixtures, furnishings or decorations unless originally installed by Landlord.
Landlord is not responsible for delays due to settling insurance claims,
obtaining estimates, labor and supply problems or any other cause not fully
under Landlord's control.
If the fire or other casualty is caused by an act or neglect of Tenant or
guest of Tenant, or at the time of the fire or casualty Tenant is in default in
any term of this Lease, then all repairs will be made at Tenant's expense and
Tenant must pay the full rent with no adjustment. The cost of the repairs will
be added rent.
Landlord has the right to demolish or rebuild the Building if there is
substantial damage by fire or other casualty. Even if the Apartment is not
damaged, Landlord may cancel this Lease within 30 days after the fire or
casualty by giving Tenant notice of Landlord's intention to demolish or rebuild.
The Lease will end 30 days
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after Landlord's cancellation notice to Tenant. Tenant must deliver the
Apartment to Landlord on or before the cancellation date in the notice and pay
all rent due to the date of the fire or casualty. If the Lease is canceled
Landlord is not required to repair the Apartment or Building.
9. Liability
Landlord is not liable for loss, expense, or damage to any person or
property, unless due to Landlord's negligence. Tenant must pay for damages
suffered and money spent by Landlord relating to any claim arising from any act
or neglect of Tenant. Tenant is responsible for all acts of Tenant's family,
employees, guests or invitees.
10. Landlord may enter
Landlord may at reasonable times, enter the Apartment to examine, to make
repairs or alterations, and to show it to possible buyers, lenders or tenants.
11. Assignment and sublease
Tenant must not assign this Lease or sublet all or part of the Apartment
or permit any other person to use the Apartment. If Tenant does, Landlord has
the right to cancel the Lease as stated in the Default section.
12. Subordination
This Lease and Tenant's rights, are subject and subordinate to all
present and future: (a) leases for the Building or the land on which it stands,
(b) mortgages on the leases or the Building or land, (c) agreements securing
money paid or to be paid by a lender, and (d) terms, conditions, renewals,
changes of any kind and extensions of the mortgages or leases or lender
agreements. Tenant must promptly execute any certificate(s) that Landlord
requests to show that this Lease is so subject and subordinate. Tenant
authorizes Landlord to sign these certificate(s) for Tenant.
13. Condemnation
If all of the Apartment or Building is taken or condemned by a legal
authority, the Term, and Tenant's rights shall end on the date the authority
takes title to the Apartment or Building. If any part of the Apartment or
Building is taken, Landlord may cancel this Lease on notice to Tenant. The
notice shall set a cancellation date not less than 30 days from the date of the
notice. If the Lease is canceled, Tenant must deliver the Apartment [ILLEGIBLE]
rent due to that date. The entire award for any taking belongs to Landlord.
Tenant gives Landlord any interest Tenant may have to any part of the award.
Tenant shall make no claim for the value of the remaining part of the Term.
14. Tenant's duty to obey laws and regulations
Tenant must, at Tenant's expense, promptly comply with all laws, orders,
rules, requests, and directions, of all governmental authorities, Landlord's
insurers, Board of Fire Underwriters, or similar groups. Tenant may not do
anything which may increase Landlord's insurance premiums. If Tenant does,
Tenant must pay the increase as added rent.
15. Tenant's defaults and Landlord's remedies
A. Landlord may give 5 days written notice to Tenant to correct any of
the following defaults:
1. Failure to pay rent or added rent on time.
2. Improper assignment of the Lease, improper subletting all or
part of the Apartment.
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3. Improper conduct by Tenant or other occupant of the Apartment.
4. Failure to fully perform any other term in the Lease.
B. If Tenant fails to correct the defaults in section A, within the 5
days, Landlord may cancel the Lease by giving Tenant a written 3 day notice
stating the date the Term will end. On that date the Term and Tenant's rights in
this Lease automatically end and Tenant must leave the Apartment and give
Landlord the keys. Tenant continues to be responsible for rent, expenses,
damages and losses.
C. If the Lease is cancelled, or rent or added rent is not paid on time,
or Tenant vacates the Apartment, Landlord may in addition to other remedies take
any of the following steps:
1. Enter the Apartment and remove Tenant and any person or
property;
2. Use dispossess, eviction or other lawsuit method to take back
the Apartment.
D. If the Lease is ended or Landlord takes back the Apartment, rent and
added rent for the unexpired Term becomes due and payable. Landlord may re-rent
the Apartment and anything in it for any Term. Landlord may re-rent for a lower
rent and give allowances to the new Tenant. Tenant shall be responsible for
Landlord's cost of re-renting. Landlord's cost shall include the cost of
repairs, decorations, broker's fee, attorney's fees, advertising and preparation
for renting. Tenant shall continue to be responsible for rent, expenses, damages
and losses. Any rent received from the re-renting shall be applied to the
reduction of money Tenant owes. Tenant waives all rights to return to the
Apartment after possession is given to the Landlord by a Court.
16. Waiver of jury, counterclaim, set off
Landlord and Tenant waive trial by a jury in any matter which comes up
between the parties under or because of this Lease (except for a personal injury
or property damage claim). In a proceeding to get possession of the Apartment,
Tenant shall not have the right to make a counterclaim or set off.
17. Notices
Any xxxx, statement or notice must be in writing. If to Tenant, it must
be delivered or mailed to the Tenant at the Apartment. If to Landlord, it must
be mailed to Landlord's address. It will be considered delivered on the day
mailed or if not mailed, when left at the proper address. A notice must be sent
by certified mail. Landlord must send a written notice to Tenant if Landlord's
address is changed.
18. No waiver, illegality
Landlord's acceptance of rent or failure to enforce any term in this
Lease is not a waiver of any of Landlord's rights. If a term in this Lease is
illegal, the rest of this Lease remains in full force.
19. Bankruptcy, insolvency
If (1) Tenant assigns property for the benefit of creditors, (2) Tenants
files a voluntary petition or an involuntary petition is filed against Tenant
under any bankruptcy or insolvency law, or (3) a trustee or receiver of Tenant
or Tenant's property is appointed, Landlord may give Tenant 30 days notice of
cancellation of the Term of the Lease. If any of the above is not fully
dismissed within the 30 days, the Term shall end as of the date stated in the
notice. Tenant must continue to pay rent, damages, losses and expenses without
offset.
20. Rules
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Tenant must comply with Landlord's Rules. Notice of Rules will be posted
or given to Tenant. Landlord need not enforce Rules against other Tenants.
Landlord is not liable to Tenant if another tenant violates the Rules. Tenant
receives no rights under the Rules. Tenant must comply with Co-ops House rules.
21. Representations
Tenant has read this Lease. All promises made by the Landlord are in this
Lease. There are no others.
22. Landlord unable to perform
If due to labor trouble, government order, lack of supply, Tenant's act
or neglect, or any other cause not fully within Landlord's reasonable control
Landlord is delayed or unable to (a) carry out any of the Landlord's promises or
agreements, (b) supply any service to be supplied, (c) make any required repair
or change in the Apartment or Building, or (d) supply any equipment or
appliances, this Lease shall not be ended or Tenant's obligations affected.
23. End of term
At the end of the Term, Tenant must: leave the Apartment clean and in
good condition, subject ordinary wear and tear; remove all of Tenant's property
and all Tenant's installations and decorations; repair all damages to the
Apartment and Building caused by moving; and restore Apartment to its condition
at the beginning of the Term.
24. Space "as is"
Tenant has inspected the Apartment and Building. Tenant states they are
in good order and repair takes the Apartment "as is."
25. Quiet enjoyment and habitability
Subject to the terms of this Lease, as long as Tenant is not in default
Tenant may peaceable and quietly have, hold and enjoy the Apartment for the
Term. Landlord states that the Apartment and Building are fit for human living
and there is no condition dangerous to health, life or safety.
26. Landlord's consent
If Tenant requires Landlord's consent to any act and such consent is not
given, Tenant's only right is to ask the Court to force Landlord to give
consent. Tenant agrees not to make any claim against Landlord for money or
subtract any sum from the rent because such consent was not given.
27. Legal Fees
The successful party in a legal action or proceeding between Landlord and
Tenant for non-payment of rent or recovery of possession of the Apartment may
recover reasonable legal fees and costs from the other party.
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28. Lease binding on
This Lease is binding on Landlord and Tenant and those that lawfully
succeed to their rights or take their place.
29. Landlord
Landlord means the owner, or the lessee of the Building, or a lender in
possession. Landlord's obligations end when Landlord's interest in the Building
is transferred. Any acts Landlord may do may be performed by Landlord's agent or
employees.
30. Paragraph headings
The Paragraph headings are for convenience only.
31. Changes
The Lease may be changed only by an agreement in writing signed by and
delivered to each party.
32. Effective date
This Lease is effective when Landlord delivers to Tenant a copy signed by
all parties.
Signatures Landlord and Tenant have signed this Lease as of the date at the top.
LANDLORD: TENANT:
/S/ Xxxxxx Xxxxxx /S/ Xxxxxx Xxxxxx
------------------------------ ----------------------------------
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HOUSE RULES
(1) The public halls and stairways of the building shall not be obstructed or
used for any purpose other than ingress to and egress from the apartments in the
building, and the fire towers shall not be obstructed in any way.
(2) No patient of any doctor who has offices in the building shall be permitted
to wait in the lobby.
(3) Children shall not play in the public halls, courts, stairways, fire towers
or elevators and shall not be permitted on the roof unless accompanied by a
responsible adult.
(4) No public hall above the ground floor of the building shall be decorated or
furnished by any Lessee in any manner without the prior consent of all of the
Lessees to whom such hall shall serve as a means of ingress and egress; in the
event of disagreement among such Lessees, the Board of Directors shall decide.
(5) No Lessee shall make or permit any disturbing noises in the building or do
or permit anything to be done therein which will interfere with the rights,
comfort or convenience of other Lessees. No Lessee shall play upon or suffer to
be played upon any musical instrument or permit to be operated a phonograph or a
radio or television loud speaker in such Lessee's apartment between the house of
eleven o'clock p.m. and the following eight o'clock a.m. if the same shall
disturb or annoy other occupants of the building. No construction or repair work
or other installation involving noise shall be conducted in any apartment except
on weekdays (not including legal holidays) and only between the hours of 8:30
a.m. and 5:00 p.m.
(6) No article shall be placed in the halls or on the staircase landings or fire
towers, nor shall anything be hung or shaken from the doors, windows, terraces
or balconies or placed upon the window xxxxx of the building.
(7) No awnings, window air-conditioning units or ventilators shall be used in or
about the building except such as shall have been expressly approved by the
Lessor or the managing agent, nor shall anything be projected out of the
building without similar approval.
(8) No sign, notice, advertisement or illumination shall be inscribed or exposed
on or at any window or other part of the building, except as shall have been
approved in writing by the Lessor or the managing agent.
(9) No velocipedes, bicycles, scooters or similar vehicles shall be allowed in a
passenger elevator, and baby carriages and the above-mentioned vehicles shall
not be allowed to stand in the public halls, passageways, areas or courts of the
building.
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(10) Messengers and tradespeople shall use such means of ingress and egress as
shall be designated by the Lessor.
(11) Garbage and refuse from the apartments shall be disposed of only at such
times and in such manner as the superintendent or the managing agent of the
building may direct.
(12) Water closets and other water apparatus in the building shall not be used
for any purposes other than those for which they were constructed, nor shall any
sweepings, rubbish, rags or any other article be thrown into the water closets.
The cost of repairing any damage resulting from misuse of any water closets or
other apparatus shall be paid for by the Lessee in whose apartment it shall have
been caused.
(13) No Lessee shall send any employee of the Lessor out of the building on any
private business of a Lessee.
(14) No pigeons or other birds or animals shall be fed from the window xxxxx,
terraces, balconies or in the yard, court spaces or other public portions of the
building, or on the sidewalk or street adjacent to the building.
(15) No radio or television aerial shall be attached to or hung from the
exterior of the building without the prior written approval of the Lessor or the
managing agent.
(16) No vehicle belonging to a Lessee or to a member of the family or guest,
subtenant or employee of a Lessee shall be parked in such manner as to impede or
prevent ready access to any entrance of the building by another vehicle.
(17) The Lessee shall keep the windows of the apartment clean. In case of
refusal or neglect of the Lessee during 10 days after notice in writing from the
Lessor or the managing agent to clean the windows, such cleaning may be done by
the Lessor, which shall have the right, by its officers or authorized agents, to
enter the apartment for the purpose and to charge the cost of such cleaning to
the Lessee.
(18) Complaints regarding the service of the building shall be made in writing
to the managing agent of the Lessor.
(19) Any consent or approval given under these House Rules by the Lessor shall
be revocable at any time.
(20) No Lessee shall install any plantings on the terrace, balcony or roof
without the prior written approval of the Lessor. Plantings shall be contained
in boxes of wood lined with metal or other material impervious to dampness and
standing on supports at least 2 inches from the terrace, balcony or roof
surface, and if adjoining a wall, at least three inches from such wall. Suitable
weep holes shall
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be provided in the boxes to draw off water. In special locations, such as a
corner abutting a parapet wall, plantings may be contained in masonry or
hollow tile walls which shall be at least three inches from the parapet and
flashing, with the floor of drainage tiles and suitable weep holes at the
sides to draw off water. It shall be the responsibility of the Lessee to
maintain the containers in good conditions, and the drainage tiles and weep
holes in operating condition.
(21) The agents of the Lessor, and any contractor or xxxxxxx authorized by the
Lessor, may enter any apartment at any reasonable hour of the day for the
purpose of inspecting such apartment to ascertain whether measures are necessary
or desirable to control or exterminate any vermin, insects or other pests and
for the purpose of taking such measures as may be necessary to control or
exterminate such vermin, insects or other pests. If the Lessor takes measures to
control or exterminate carpet beetles, the cost thereof shall be payable by the
Lessee, as additional rent.
(22) These House Rules may be added to, amended or repealed at any time by
resolution of the Board of Directors of the Lessor.
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Consent of One-Hundred Grand, Inc.
One-hundred Grand, Inc. (the Corporation), as the owners of the building known
as and located at 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx (the building), consents,
pursuant to paragraph 14 of the Proprietary Lease, to the use by Xxxxxx Xxxxxx
of the 5th Floor of the Building, for legal purposes
The Corporation also consents, pursuant paragraph 15 of the Proprietary Lease,
to the subletting by Xxxxxx Xxxxxx of all or a portion of the fifth floor of the
Building as provided herein.
ONE HUNDRED GRAND, INC.
By: /S/ Xxxxxx Xxxxxx
------------------------------------
Director, 6th Floor
By: /S/ Xxxxx Xxxxx
------------------------------------
Xxxxxxxx, 0xx Xxxxx
By: /S/ Xxxxxxx Xxxxx
------------------------------------
Director, 2nd Floor
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