AND NOT LIMITATION, ALL FURNISHINGS, PICTURES, CHINAWARE,
GLASSWARE, SILVERWARE, ORNAMENTS, UNIFORMS, KITCHEN APPLIANCES AND UTENSILS,
RADIOS, TELEVISION SETS, MIRRORS, LINENS, TOWELS, SHEETS, BLANKETS, TELEPHONES,
AND ALL SIMILAR AND RELATED ARTICLES OWNED BY LESSOR AND LOCATED IN OR UPON OR
USED IN CONNECTION WITH THE OPERATION OR MAINTENANCE OF THE LEASED IMPROVEMENTS,
TOGETHER WITH ALL REPLACEMENTS, MODIFICATIONS, ALTERATIONS AND ADDITIONS
THERETO; AND
(E)
ALL ORAL OR WRITTEN AGREEMENTS OR LEASES
PURSUANT TO WHICH ANY PORTION OF THE LAND OR FACILITY IS USED OR OCCUPIED BY
ANYONE OTHER THAN LESSOR.
1.3
ASSIGNMENT AND ASSUMPTION OF CONTRACTS;
INITIAL TRANSACTION.
(A)
EFFECTIVE UPON THE COMMENCEMENT DATE,
LESSOR HEREBY TRANSFERS AND ASSIGNS TO LESSEE, AND LESSEE ASSUMES AND COVENANTS
TO PERFORM ALL OF LESSOR'S OBLIGATIONS UNDER, THE FOLLOWING AGREEMENTS AND
CONTRACTS TO WHICH THE LEASED PROPERTY REMAINS SUBJECT ON THE COMMENCEMENT DATE
(THE "ASSIGNED AGREEMENTS"):
(I)
ALL CONTRACTS FOR THE USE OR OCCUPANCY
OF GUEST ROOMS AND APARTMENT UNITS AND/OR THE MEETING, DINING, BANQUET, AND
HEALTH FACILITIES OF THE FACILITY;
(II)
ALL SERVICE CONTRACTS, MAINTENANCE
CONTRACTS, EQUIPMENT LEASES, PURCHASE ORDERS AND OTHER CONTRACTS PERTAINING TO
THE OWNERSHIP, MAINTENANCE, OPERATION, PROVISIONING OR EQUIPPING OF THE
FACILITY, INCLUDING WARRANTIES AND GUARANTIES RELATING THERETO;
(III)
ALL LICENSES AND PERMITS (TO THE EXTENT
ASSIGNABLE) USED IN OR RELATING TO THE OWNERSHIP, OCCUPANCY OR OPERATION OF ANY
PART OF THE FACILITY; AND
(IV)
ANY DEVELOPER'S, DECLARANT'S, OR OWNER'S
INTERESTS UNDER ANY OPERATING AGREEMENTS OR RECIPROCAL EASEMENT AGREEMENTS OR
OTHER SIMILAR AGREEMENTS AFFECTING AND/OR BENEFITING THE FACILITY.
This Lease is executed by Lessor and accepted by Lessee on the understanding
that Lessee will and does hereby assume and agree to perform all of Lessor's
obligations under all the Assigned Agreements.
(B)
AS BETWEEN LESSOR AND LESSEE, LESSOR SHALL
BE ENTITLED TO ALL INCOME AND SHALL BE RESPONSIBLE FOR THE PAYMENT OR SETTLEMENT
OF ALL EXPENSES OF THE LEASED PROPERTY ACCRUING PRIOR TO THE COMMENCEMENT DATE.
LESSEE SHALL ACT AS LESSOR'S AGENT FOR THE COLLECTION OF ALL SUCH INCOME AND
SHALL REMIT THE SAME TO LESSOR PROMPTLY UPON LESSEE'S RECEIPT THEREOF.
LESSEE
SHALL NOTIFY LESSOR OF ALL SUCH EXPENSES AND SHALL ACT AS LESSOR'S PAYMENT AGENT
FOR SUCH EXPENSES USING FUNDS PROVIDED BY LESSOR FROM TIME TO TIME.
2
ARTICLE II
DEFINITIONS
2.1
DEFINITIONS.
FOR ALL PURPOSES OF THIS
LEASE, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED OR UNLESS THE CONTEXT OTHERWISE
REQUIRES, (A) THE TERMS DEFINED IN THIS ARTICLE HAVE THE MEANINGS ASSIGNED TO
THEM IN THIS ARTICLE AND INCLUDE THE PLURAL AS WELL AS THE SINGULAR, (B) ALL
ACCOUNTING TERMS NOT OTHERWISE DEFINED HEREIN HAVE THE MEANINGS ASSIGNED TO THEM
IN ACCORDANCE WITH GAAP, (C) ALL REFERENCES IN THIS LEASE TO DESIGNATED
"ARTICLES", "SECTIONS" AND OTHER SUBDIVISIONS ARE TO THE DESIGNATED ARTICLES,
SECTIONS AND OTHER SUBDIVISIONS OF THIS LEASE AND (D) THE WORDS "HEREIN,"
"HEREOF" AND "HEREUNDER" AND OTHER WORDS OF SIMILAR IMPORT REFER TO THIS LEASE
AS A WHOLE AND NOT TO ANY PARTICULAR ARTICLE, SECTION OR OTHER SUBDIVISION:
Affiliate.
As used in this Lease the term "Affiliate" of a