EXHIBIT 10.25
SUBLEASE AGREEMENT
This Sublease Agreement (this
“ Sublease ”), is entered into this 22nd
day of January, 2009, be effective as of January 19, 2009 (the
“ Effective Date ”), by and between Seven
Licensing Company, LLC, a California corporation (the “
Sublessor ”), and Tarrant Apparel Group, a
California corporation (the “ Subtenant
”).
RECITALS
A. Sublessor is the lessee of real
property located at 801 S. Figueroa Street, Suite 2500, Los
Angeles, California 90017 (the “ Premises
”) under a Lease, dated December 10, 2008, between
Sublessor and Mani Brothers 801 Tower (DE), LLC (“
Lessor ”), as amended through the date hereof
(the “ Master Lease ”).
B. The parties desire to establish
an arrangement whereby Subtenant will sublease, occupy and use a
portion of the Premises.
AGREEMENT
NOW, THEREFORE, in consideration of
the premises and the mutual agreements contained herein, and other
good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Sublessor and Subtenant, intending
to be legally bound, hereby agree as follows:
1. Duties .
1.1 During the term of this
Sublease, Sublessor shall Sublease to Subtenant the office space
located within the Premises and described on Exhibit A
attached hereto (the “ Sublet Space
”).
1.2 Sublessor shall provide
Subtenant reasonable access to areas of convenience located at the
Premises, including but not limited to the rest rooms.
1.3 Sublessor shall provide
Subtenant with access to the common areas within the Premises to
which Sublessor has access pursuant to the Master Lease.
1.4 Sublessor shall provide
Subtenant with the same services provided to Sublessor by the
Lessor pursuant to the Master Lease, including, but not limited to,
the following: electricity (commensurate with the electrical system
and wiring within the Premises for lights and other usual and
ordinary office purposes); heat and air conditioning; daily
janitorial services (in the kitchen, rest rooms, office areas,
including trash removal); water; and security services.
1.5 Subtenant shall be bound by the
same restrictions on use of the Premises applicable to Sublessor
pursuant to the Master Lease to the extent Subtenant has been
informed of such restrictions in writing.
1.6 Subtenant acknowledges that
Sublessor is providing to Subtenant the Sublet Space and Licensed
Property in “AS IS” condition. Sublessor shall have no
obligation to make any tenant improvements, alterations or repairs,
or to provide any tenant improvement allowance. Sublessor makes no
representations or warranties of any kind as to the condition of
the Sublet Space or the Licensed Property.
1.7 Subtenant shall, at
Subtenant’s expense, promptly comply in all material respects
with all applicable statutes, ordinances, rules, regulations,
orders, restrictions of record, and requirements in effect during
the term or any part of the term hereof, regulating the use by
Subtenant of the Premises, or the operation of Subtenant’s
business. Subtenant shall not use or permit the use of the Premises
in any manner that will tend to create waste or a
nuisance.
2. Term . This Sublease shall
commence on the Effective Date and initially remain in full force
and effect for a period of at least nine months, and thereafter
shall continue on a “month-to-month” basis until
terminated by either party on sixty (60) days advance written
notice to the other party (the “ Term ”).
Notwithstanding the foregoing, Sublessor shall have the right to
terminate this Sublease at any time upon written notice to
Subtenant if the Master Lease terminates or if Sublessor no longer
has rights to occupy the Sublet Space or sublease the Sublet Space
to Subtenant. Upon expiration or termination of this Sublease,
Subtenant shall return the possession of the Sublet Space to
Sublessor in sub
