of this Assignment.
NOW THEREFORE, in consideration of the making of the Loan by Lender and the
covenants, agreements, representations and warranties set forth in this
Assignment:
ARTICLE 1.
ASSIGNMENT
SECTION 1.1.
PROPERTY ASSIGNED.
BORROWER HEREBY ABSOLUTELY AND
UNCONDITIONALLY ASSIGNS AND GRANTS TO LENDER THE FOLLOWING PROPERTY, RIGHTS,
INTERESTS AND ESTATES, NOW OWNED, OR HEREAFTER ACQUIRED BY BORROWER:
(A)
LEASES.
ALL LEASES, SUBLEASES OR SUBSUBLEASES, LETTINGS,
LICENSES, CONCESSIONS OR OTHER AGREEMENTS MADE A PART HEREOF (WHETHER WRITTEN OR
ORAL AND WHETHER NOW OR HEREAFTER IN EFFECT) PURSUANT TO WHICH ANY PERSON IS
GRANTED A POSSESSORY INTEREST IN, OR A RIGHT TO USE OR OCCUPY, ALL OR ANY
PORTION OF ANY SPACE IN THAT CERTAIN LOT OR PIECE OF LAND, MORE PARTICULARLY
DESCRIBED IN EXHIBIT A ANNEXED HERETO AND MADE A PART HEREOF, INCLUDING, WITHOUT
LIMITATION, (I) THAT CERTAIN LEASE AGREEMENT DATED AS OF THE DATE HEREOF,
BETWEEN FEE OWNER, AS LESSOR, AND OPBIZ, AS LESSEE FOR THE HOTEL COMPONENT (AS
DEFINED IN THE LOAN AGREEMENT) AND (II) THAT CERTAIN LEASE AGREEMENT, DATED AS
OF THE DATE HEREOF, BETWEEN FEE OWNER, AS LESSOR, AND OPBIZ, AS LESSEE FOR THE
CASINO COMPONENT (AS DEFINED IN THE LOAN AGREEMENT), TOGETHER WITH THE
BUILDINGS, STRUCTURES, FIXTURES, ADDITIONS, ENLARGEMENTS, EXTENSIONS,
MODIFICATIONS, REPAIRS, REPLACEMENTS AND IMPROVEMENTS NOW OR HEREAFTER LOCATED
THEREON OR THEREIN (COLLECTIVELY, THE "PROPERTY") AND EVERY MODIFICATION,
AMENDMENT OR OTHER AGREEMENT RELATING TO SUCH LEASES, SUBLEASES, SUBSUBLEASES,
OR OTHER AGREEMENTS ENTERED INTO IN CONNECTION WITH SUCH LEASES, SUBLEASES,
SUBSUBLEASES, OR OTHER AGREEMENTS AND EVERY GUARANTEE OF THE PERFORMANCE AND
OBSERVANCE OF THE COVENANTS, CONDITIONS AND AGREEMENTS TO BE PERFORMED AND
OBSERVED BY THE OTHER PARTY THERETO, AND THE RIGHT, TITLE AND INTEREST OF
BORROWER, ITS SUCCESSORS AND ASSIGNS, THEREIN AND THEREUNDER.
(B)
OTHER LEASES AND AGREEMENTS.
ALL OTHER LEASES AND OTHER
AGREEMENTS, WHETHER OR NOT IN WRITING, AFFECTING THE USE, ENJOYMENT OR OCCUPANCY
OF THE PROPERTY OR ANY PORTION THEREOF NOW OR HEREAFTER MADE, WHETHER MADE
BEFORE OR AFTER THE FILING BY OR AGAINST BORROWER OF ANY PETITION FOR RELIEF
UNDER 11 U.S.C. §101 ET SEQ., AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE
"BANKRUPTCY CODE"), TOGETHER WITH ANY EXTENSION, RENEWAL OR REPLACEMENT OF THE
SAME.
THIS ASSIGNMENT OF OTHER PRESENT AND FUTURE LEASES AND PRESENT AND FUTURE
AGREEMENTS IS EFFECTIVE WITHOUT FURTHER OR SUPPLEMENTAL ASSIGNMENT.
THE
"LEASES" DESCRIBED IN SECTION 1.1(A) AND THE LEASES AND OTHER AGREEMENTS
DESCRIBED IN THIS SECTION 1.1(B) ARE COLLECTIVELY REFERRED TO AS THE "LEASES".
(C)
RENTS.
ALL RENTS, RENT EQUIVALENTS, INCOME, RECEIVABLES,
REVENUES, RECEIPTS, INSURANCE PROCEEDS, DEPOSITS AND PROFITS ARISING FROM THE
LEASES AND RENEWALS THEREOF TOGETHER WITH ALL RENTS, RENT EQUIVALENTS, INCOME,
FEES, RECEIVABLES, ACCOUNTS, PROFITS (INCLUDING, BUT NOT LIMITED TO, ALL OIL AND
GAS OR OTHER MINERAL ROYALTIES AND BONUSES), CHARGES FOR SERVICES RENDERED AND
ANY AND ALL PAYMENT AND CONSIDERATION OF WHATEVER FORM OR NATURE RECEIVED BY
BORROWER OR ITS AGENTS OR EMPLOYEES FROM ANY AND ALL SOURCES RELATING TO THE
USE, ENJOYMENT AND OCCUPANCY OF THE PROPERTY WHETHER PAID OR