ORANGE COUNTY, CALIFORNIA.
EASEMENTS AS DESCRIBED IN THAT CERTAIN DOCUMENT ENTITLED "CONSTRUCTION,
OPERATION AND RECIPROCAL EASEMENT AGREEMENT" BY AND BETWEEN CROW WINTHROP
OPERATING PARTNERSHIP, A MARYLAND GENERAL PARTNERSHIP, AND CROW WINTHROP
DEVELOPMENT LIMITED PARTNERSHIP, A MARYLAND LIMITED PARTNERSHIP, SUBJECT TO THE
TERMS AND CONDITIONS THEREIN PROVIDED, RECORDED JULY 30, 1985 AS INSTRUMENT NO.
85-279768, OFFICIAL RECORDS, INSOFAR AS SUCH EASEMENTS AFFECT AND BURDEN THE
PARCELS OF REAL PROPERTY DESCRIBED ABOVE.
EXCEPTING THEREFROM, AN UNDIVIDED FIFTY PERCENT (50%) INTEREST IN OIL, OIL
RIGHTS, MINERALS, MINERAL RIGHTS, NATURAL GAS, NATURAL GAS RIGHTS, AND OTHER
HYDROCARBONS BY WHATSOEVER NAME KNOWN, THAT MAY BE WITHIN OR UNDER THE PARCEL OF
LAND HEREINABOVE DESCRIBED TOGETHER WITH THE PERPETUAL RIGHT OF DRILLING,
MINING, EXPLORING, AND OPERATING THEREFOR, AND STORING IN AND REMOVING THE SAME
FROM SAID LAND OR ANY OTHER LAND, INCLUDING THE RIGHT TO WHIPSTOCK OR
DIRECTIONALLY DRILL AND MINE FROM LANDS OTHER THAN THOSE HEREINABOVE DESCRIBED,
OIL OR GAS WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF
THE LAND HEREINABOVE DESCRIBED, AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY
DRILLED WELLS, TUNNELS AND SHAFTS UNDER AND BENEATH OR BEYOND THE EXTERIOR
LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR, DEEPEN AND
OPERATE ANY SUCH WELLS OR MINES WITHOUT, HOWEVER, THE RIGHT TO DRILL, MINE,
STORE, EXPLORE AND OPERATE THROUGH THE SURFACE OR THE UPPER 500 FEET OF THE
SUBSURFACE OF THE LAND HEREINABOVE DESCRIBED, AS RESERVED BY IRVINE INDUSTRIAL
COMPLEX, IN DEED RECORDED JULY 23, 1974 IN BOOK 11202, PAGE 450, OFFICIAL
RECORDS.
55
EXHIBIT H
Assignment of Contracts
THIS ASSIGNMENT AND ASSUMPTION OF CONTRACTS AND INTANGIBLES ("Assignment")
is made as of the
day of
2004, between PARK PLACE PARKING COMPANY LLC, a
Delaware limited liability company ("Assignor"), and
"Assignee").
Concurrently herewith, Assignor is transferring to Assignee that certain
real property located in the City of Irvine, County of Orange, State of
California, more particularly described in Schedule 1 attached hereto (the
"Property"). Assignor hereby assigns, transfers, sets over and conveys to
Assignee all of Assignor's right, title and interest, to the extent assignable,
in, to and under any and all of the following, to wit:
(i)
the contracts and agreements listed and described on Schedule 2 attached
hereto and incorporated herein by this reference (the "Contracts");
(ii)
all existing warranties and guaranties (express or implied) issued to
Assignor in connection with the improvements on the Property or in connection
with the personal property being conveyed to Assignee by a Bill of Sale on the
date hereof,
(iii)
all existing permits, licenses, approvals and authorizations issued by
any governmental authority in connection with the Property; and
(iv)
all refundable cash deposits posted with utility companies serving the
Property.
All items described in (ii) and (iii) above are hereinafter collectively
referred to as "Intangible Property."
Assignee does hereby accept such assignment and transfer and assumes and
agrees to perform and satisfy all of the obligations, terms, covenants,
conditions and liabilities required to be performed by Assignor from and after
the date