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EXHIBIT K

SAMPLE CONSENT OF LANDLORD TO SUBLEASE

This Landlord’s Consent, (this "Consent") dated the ____ day of _____, 2000 is by and between ___________________ (“Landlord”), _______________________ (“Tenant"), and _________________ (“Subtenant”).

RECITALS

_____________________________, is Landlord under that certain Lease with ______________, as Tenant, dated _______________, as modified by ____________________ (the “Master Lease”) for premises comprised of a total of approximately _____________ rentable square feet of area and known as __________ (the “Premises”), located in the building at _______________________ (the “Building”).  Tenant wishes to sublease to ___________________ ("Subtenant"), pursuant to sublease dated ____________ (the “Sublease”) approximately rentable square feet of the Premises (the "Sublease Premises").

Landlord is willing to consent to such sublease on the terms and conditions set forth herein.

AGREEMENT

Now, therefore, for good and valuable consideration, the parties agree as follows:

1.

Landlord consents to the Sublease on the terms and conditions set forth herein.

2.

Tenant shall remain liable for the performance of all of the obligations arising under the Master Lease, as the same may be amended or modified from time to time, until the termination thereof.  As between Landlord and the Tenant, insofar as the specific terms, provisions or conditions of the Sublease purport to amend or modify or are in conflict with the specific terms, conditions or provisions of the Master Lease, the terms, conditions or provisions of the Master Lease shall govern and control.

3.

The consent hereby given by Landlord does not constitute a waiver of the necessity of the consent by Landlord to any subsequent subleasing, in whole or in part, of the Premises or to any assignment of the Master Lease; nor shall this consent be deemed to modify in any way the terms and conditions of the Master Lease or to constitute agreement by Landlord with or acceptance by Landlord of any terms or provisions of any Sublease executed between Tenant and Subtenant.

4.

No representation respecting the condition of the Premises or the Building has been made by the Landlord to the Subtenant.

5.

Although Landlord has received a copy of the proposed Sublease between Tenant and Subtenant, it is not a party to that agreement and does not by executing this Consent agree to be bound by the terms thereof, such Sublease being an agreement between Tenant and Subtenant only.

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