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7.

General Provisions.

a.

Effect.  The provisions of this Assignment shall control over any inconsistent provisions in the Lease.

b.

Ratification.  Except as is herein amended, the Lease is hereby ratified and confirmed in all respects and all other terms of the Lease shall remain in full force and effect.

c.

Successors.  This Assignment shall be binding upon the parties, and their successors, assigns, heirs, executors and administrators.  The rights and obligations contained in this Assignment shall continue notwithstanding changes in the persons or entities that may hold any leasehold or ownership in the Premises.

d.

Costs and Attorneys’ Fees.  In the event a suit should be brought to enforce this Assignment, the prevailing party will be entitled to recover its costs, including reasonable attorneys’ fees from the non-prevailing party.

e.

Authority.  Each of the parties executing this Assignment represents and warrants that: (i) the person executing this Assignment on its behalf has been duly authorized by the party to execute and deliver this Assignment on the party’s behalf and that this Assignment is binding upon that party according to its terms; and (ii) this Assignment constitutes the valid and binding agreement and obligation of such party, enforceable in accordance with its terms.  

f.

Notices.   Any notices to be given under the Lease shall be given as required under the Lease and shall be delivered to the parties at the addresses shown below or at such other address as a party may designate in writing:

LANDLORD:

Facsimile No.:   (___)

ASSIGNEE:

______________________________

Telephone No.: (___) ____________

Facsimile No.:   (___)

ASSIGNOR:

______________________________

Telephone No.: (___) ____________

Facsimile No.:   (___)

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