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SUBLEASE
THIS-SUBLEASE",
made as of the 7th-day of September,2007, between
CARIBBEAN
INTERNATIONAL
SALES CORP., INC., a Nevada corporation, hereinafter called
"Sublessor" and TIX4TONIGHT, LLC, a Nevada LLC, hereinafter
called "Sublessee."
WITNESSETH:
WHEREAS,
by Agreement of Lease dated as of February 1, 1995; the First
Amendment dated as of October 16,1995; the Second Amendment
dated as of November 1,1996; the Third Amendment dated as of
June 1, 1997, the Fourth Amendment to Lease dated as of
November 1, 2000, that certain Waiver dated as of August 12,
1997, that certain Waiver #2 dated as of September 11, 1997,
the Fifth Amendment to Lease dated as ofJuly 25, 2006, and the
Sixth Amendment to Lease dated as of July 25, 2006
(collectively referred to as the "Prime Lease"), Sublessor
leases from CCR/AG Showcase Phase I Owner. L.L.C.(the "Prime
Lessor"), space on the first, second, third, and fourth floors
of the Complex as described in the Prime Lease
and
WHEREAS,
Sublessee desires to sublease certain space on the 1st floor
in the Premises from Sublessor.
NOW,
THEREFORE, for and in consideration of the foregoing and for
other good and valuable consideration and of the mutual
agreements hereinafter set forth, Sublessor and Sublessee
stipulate, covenant and agree as follows:
Premises
1.
(a) Sublessee acknowledges that it has received and reviewed
the Prime Lease. Unless otherwise defined herein, terminology
utilized herein shall have the meanings assigned same in the
Prime Lease.
(b)
Sublessor does hereby sublease to Sublessee a portion of the
Premises consisting of approximately 200 square feet on the
1st floor (hereinafter referred to as "Sublease Premises") as
outlined on "Exhibit A" attached hereto and made a part
hereof.
Term
2.
The term of this Sublease shall commence on November 7, 2007
and shall expire on October 31, 2012 unless sooner terminated
pursuant to the terms of this Sublease. The rights of
Sublessee are subject to all terms, conditions and provisions
of the Prime Lease and, upon termination of the Prime Lease or
further sublease of the Premises for any reason whatsoever,
the rights of Sublessee to occupy the Sublease Premises shall
automatically and immediately terminate. Sublessor will not
terminate the Prime Lease or sublease the Premises without
providing at least 180 days prior written notice to Sublessee.
Sublessor shall, however, use its best efforts to work with
Prime Lessor or Additional Sublessee to facilitate their
consideration to lease the 200 square feet known as Sublease
Premises to Sublessee. If any consents are required from the
Prime Lessor with respect to this Sublease, or the tenant
improvements or signage installations contemplated by
Sublessee hereunder, Sublessor shall request same within ten
(l0) days of execution and delivery hereof (and Sublessee
shall furnish in a timely fashion to Sublessor any requisite
plans, specifications and details in connection therewith) and
the effectiveness of this Sublease shall be subject to
obtaining same; and in any event within said ten (l0) day
period Sublessor shall request an Offset Statement as
contemplated under Section 12.18. Ifby the above set forth
Commencement Date, for any reason the Prime Lessor fails to
deliver such Offset Statement (confirming the components of
the Sublease as set forth above and the absence of any
defaults by Sublessor) or fails to deliver any such requested
consent, or conditions such Statement or consent in a manner
which Sublessor considers unreasonable, then either Sublessor
or Sublessee may terminate this Sublease upon written notice
to the other without liability to the other.
Provided
Sublessee is not in default under the terms of the Sublease,
Sublessee shall have the option to extend the term for
additional periods of five (5) years at the same terms and
conditions set forth in the Sublease, conditioned upon
Sublessor's continued occupancy under its Prime Lease.
Sublessee shall exercise each option within thirty (30) days
from receipt of reasonable notice from Sublessor that the Term
is expiring and that Sublessor is continuing to occupy the
Premises.
Uses
3.
Sublessee shall use and occupy Sublease Premises exclusively
for the sale and distribution of (i) discount tickets for Las
Vegas shows and attractions including, but not limited to,
concerts, sporting events, discount golf, and programs that
include Las Vegas as part ofthe tour, (ii) discount dining
tickets at Las Vegas restaurants, and (iii) premium tickets
under its wholly-owned subsidiary AnyEvent.com. Sublessee must
not sell tickets to attractions that are
pornographic.
Rent
4.
(a) Sublessee shall be responsible for the payment of monthly
Base Rent in advance as follows:
Period
Monthly Base Rent 11/07/2007 -10/31/2012
$83,333.33
The
Base Rent is payable in advance on or before the first day of
each and every month without notice or demand. If the rent is
not received by Sublessor by the 7th business day of the
month, or in the case of a separately invoiced charge, by the
7th business day following presentation of an invoice
therefore (all charges to Sublessee hereunder being considered
"rent"), Sublessee shall pay a late charge of 10% of the total
outstanding charges.
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Rent
for any portion of a month shall be prorated on a thirty (30)
day basis. Rent payments will be delivered to Sublessor's
office located at:
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The
Coca-Cola Company Attn: Russell Jacobs, Coca-
Cola
Retail Accounting
P.O.
Box 2550
Atlanta,
Georgia 3030 I
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or
such other place as Sublessor may designate.
(b)
The annual rent set forth in paragraph (a) above is a "gross"
rate which includes payment for all services to the Premises
in accordance with the terms of the Prime Lease.
(c)
Although Sublessee shall not be obligated to pay Sublessor
Percentage Rent under this Sublease, Sublessee acknowledges
that Sublessee's Gross Sales are included in Sublessor's
obligations to report Gross Sales to Prime Lessor under the
Prime Lease. Accordingly, Sublessee shall comply with all
reporting requirements applicable to Sublessee's Gross Sales
contained in Sections 4.3 and 4.4 of the Prime Lease (as if
Sublessor were "Landlord" and Sublessee were the "Tenant"
thereunder), provided however, that Sublessee shall comply
with all requirements thereunder no later than ten (l0) days
prior to the date Sublessor must, in tum, comply therewith
vis-a-vis the Prime Lessor.
Prime Lease
5.
(a) This Sublease is subject to all of the limitations,
restrictions and requirements of the
Prime
Lease applicable to use and enjoyment of the Premises and
common areas of the Complex.
(b)
Without
limitation upon subparagraph (a) above, for the purposes of
this Sublease, the following provisions of the Prime Lease are
hereby incorporated by reference and shall apply as between
Sublessor and Sublessee as if they were typed out in this
Sublease in full, and the words "Landlord," "Tenant" and
"Lease," as used in the Prime Lease, shall read, respectively,
"Sublessor," "Sublessee" and "Sublease": Sections 8.9, 8.10,
10.IB., 10.1C.,
10.2,
18.3, 24.1,24.2, 24.4, 24.5, 24.10, 24.11, 24.16 and Articles
XV, XIX, XX and XXI."Sublessor", "Sublessee" and
"Sublease."
Quiet Enjoyment
6.
(a) Sublessor covenants and agrees with Sublessee that upon
Sublessee paying the rent reserved in this Sublease and
observing and performing all of the other obligations, terms,
covenants and conditions of this Sublease on Sublessee's part
to be observed and performed, Sublessee may peaceably and
quietly enjoy the Premises during the term; provided, however,
that
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