SUBLEASING AND ASSIGNMENTS, PART 1 & PART 2

First Run Broadcast: March 24 & 26, 2015

Live Replay: October 15 & 16, 2015

2:30 p.m. E.T./1:30 p.m. C.T./12:30 p.m. M.T./11:30 a.m. P.T. (60 minutes)

Subleasing and assignments are essential tools for tenants to move space and mitigate the

(sometimes substantial) expense of unused space. But these tools can also be the bane of

landlords, who in a sense lose control of the space to subtenants with whom they are not in

privity of contract. Subleases come in a variety of forms, each a delicate balance of rights,

remedies and liability among the landlord, tenant, and subtenant. Carefully drafted, they can

serve the interests of the parties for the term of the lease/sublease. But subleases can be so

complicated that they can easily go awry and descend into dispute over space, disruption in its

use, and litigation. This program will provide you with a practical guide to the various forms of

subleases and assignments, key issues for landlords, tenants, and subtenants, and tips to avoid

common drafting traps.

Day 1 – October 15, 2015:

Drafting and negotiating subleases and assignments of leases

Differences between subleasing and assignment and practical uses of each

Types of underlying documents – straight lease without reference to master lease,

incorporation by reference to master lease, custom-made sublease

Standards of “reasonableness” in obtaining landlord consent to assignment or sublease

Motivations and risks of tenants and subtenants in subleasing

Landlord and lender concerns in subleases

Day 2 – October 16, 2015:

Detailed examination of specific issues in office and retail space subleases

Most highly negotiated provisions in subleases – and sources of dispute and litigation

with landlords

Space recapture, profit sharing, and other landlord remedies

Restrictions on use in subleases and subtenant risks

Non-disturbance agreements with landlord and lender

Remedies of subtenant on tenant to landlord default

Speakers:

Mark A. Senn is a partner in the Denver law firm of Senn Visciano Canges P.C, where he has

an extensive national real estate practice, including commercial leasing, purchases and sales, title

cases, condominiums, loan and workout transactions, and mezzanine financing transactions. He

is the author of "Commercial Real Estate Leases: Preparation, Negotiation and Forms" (3d ed.)

and "Commercial Real Estate Transactions Handbook (3d ed), both published by Aspen Law &

Business. He is a member of the Board of Governors of the American College of Real Estate

Lawyers and a member of the Board of the Advisors of the newsletter “Commercial Lease Law

Insider.” He received his B.S., with distinction, from Stanford University and his J.D. from

Boalt Hall School of Law at the University of California, Berkeley.

Richard R. Goldberg is a retired partner, resident in the Philadelphia office of Ballard Spahr,

LLP, where he established an extensive real estate practice, including development, financing,

leasing, and acquisition. Earlier in his career, he served as vice president and associate general

counsel of The Rouse Company for 23 years. He is past president of the American College of

Real Estate Lawyers, past chair of the Anglo-American Real Property Institute, and past chair of

the International Council of Shopping Centers Law Conference. Mr. Goldberg is currently a

Fellow of the American College of Mortgage Attorneys and is a member of the American Law

Institute. Mr. Goldberg received his B.A. from Pennsylvania State University and his LL.B.

from the University of Maryland School of Law.

VT Bar Association Continuing Legal Education Registration Form

Please complete all of the requested information, print this application, and fax with credit info or mail it with payment to: Vermont Bar Association, PO Box 100, Montpelier, VT 05601-0100. Fax: (802) 223-1573 PLEASE USE ONE REGISTRATION FORM PER PERSON. First Name ________________________ Middle Initial____Last Name___________________________

Firm/Organization _____________________________________________________________________

Address ______________________________________________________________________________

City _________________________________ State ____________ ZIP Code ______________________

Phone # ____________________________Fax # ______________________

E-Mail Address ________________________________________________________________________

Sub-leasing & Assignments, Part 1

Teleseminar October 15, 2015

1:00PM – 2:00PM 1.0 MCLE GENERAL CREDITS

PAYMENT METHOD:

Check enclosed (made payable to Vermont Bar Association) Amount: _________ Credit Card (American Express, Discover, Visa or Mastercard) Credit Card # _______________________________________ Exp. Date _______________ Cardholder: __________________________________________________________________

VBA Members $75

Non-VBA Members $115

NO REFUNDS AFTER October 8, 2015

VT Bar Association Continuing Legal Education Registration Form

Please complete all of the requested information, print this application, and fax with credit info or mail it with payment to: Vermont Bar Association, PO Box 100, Montpelier, VT 05601-0100. Fax: (802) 223-1573 PLEASE USE ONE REGISTRATION FORM PER PERSON. First Name ________________________ Middle Initial____Last Name___________________________

Firm/Organization _____________________________________________________________________

Address ______________________________________________________________________________

City _________________________________ State ____________ ZIP Code ______________________

Phone # ____________________________Fax # ______________________

E-Mail Address ________________________________________________________________________

Sub-leasing & Assignments, Part 2

Teleseminar October 16, 2015

1:00PM – 2:00PM 1.0 MCLE GENERAL CREDITS

PAYMENT METHOD:

Check enclosed (made payable to Vermont Bar Association) Amount: _________ Credit Card (American Express, Discover, Visa or Mastercard) Credit Card # _______________________________________ Exp. Date _______________ Cardholder: __________________________________________________________________

VBA Members $75

Non-VBA Members $115

NO REFUNDS AFTER October 9, 2015

Vermont Bar Association

CERTIFICATE OF ATTENDANCE

Please note: This form is for your records in the event you are audited Sponsor: Vermont Bar Association Date: October 15, 2015 Seminar Title: Sub-leasing & Assignments, Part 1

Location: Teleseminar - LIVE Credits: 1.0 MCLE General Credit Program Minutes: 60 General Luncheon addresses, business meetings, receptions are not to be included in the computation of credit. This form denotes full attendance. If you arrive late or leave prior to the program ending time, it is your responsibility to adjust CLE hours accordingly.

Vermont Bar Association

CERTIFICATE OF ATTENDANCE

Please note: This form is for your records in the event you are audited Sponsor: Vermont Bar Association Date: October 16, 2015 Seminar Title: Sub-leasing & Assignments, Part 2

Location: Teleseminar - LIVE Credits: 1.0 MCLE General Credit Program Minutes: 60 General Luncheon addresses, business meetings, receptions are not to be included in the computation of credit. This form denotes full attendance. If you arrive late or leave prior to the program ending time, it is your responsibility to adjust CLE hours accordingly.

PROFESSIONAL EDUCATION BROADCAST NETWORK

SUBLEASING AND ASSIGNMENTS,PART 1 & PART 2

Mark SennSenn Visciano Rosenstein P.C - Denver

(o) (303) 298-1122msenn@sennlaw.com

Richard GoldbergBallard Spahr, LLP - Philadelphia

(o) (215) 864-8730goldbergr@ballardspahr.com

Reprinted from Commercial Real Estate Leases: Preparation, Negotiation, andForms, 5th ed., by Mark A. Senn. © 2012 Aspen Publishers, Inc. Reprinted bypermission. The book may be ordered from the publisher online atwww.aspenpublishers.com.