CONSENT TO TRANSFER OF LEASE June 22, 2006
CONSENT
TO
TRANSFER
OF LEASE
June
22,
2006
Reference
is made to that certain Lease Agreement, dated January 16, 2006, by and between
Petals Decorative Accents LLC (“Petals”), and Southridge Holdings LLC in
connection with certain premises consisting of office space located at 00 Xxxxx
Xxxxxx, Xxxxxxxxxx XX 00000 (the “Lease”). Capitalized terms used herein and not
otherwise defined herein shall have the meanings ascribed to such terms in
the
Lease.
Petals
desires to enter into a Contribution Agreement with Immunotechnology Corp.
Inc.
(“Immuno”), whereby Petals shall assign all its assets and delegate certain of
its obligations, including the Lease, to Immuno and Immuno shall assume such
assets and obligations in exchange for the issuance of ninety five percent
(95%)
of the shares of common stock of Immuno to Petals (the “Contribution”). It is
intended that such transaction qualify as a tax free contribution of assets
pursuant to Section 351 of the Internal Revenue Code.
Petals
hereby requests that Southridge Holdings LLC consent to, and by its signature
below it hereby does consent to, the transfer of the Lease as part of the
Contribution. Notwithstanding the above, Southridge Holdings LLC expressly
reserves all rights under the Lease.
ACCEPTED
AND AGREED:
SOUTHRIDGE
HOLDINGS LLC
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