{"id":41816,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/2960-west-sahara-las-vegas-nv-office-lease-fertitta.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"2960-west-sahara-las-vegas-nv-office-lease-fertitta","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/land\/2960-west-sahara-las-vegas-nv-office-lease-fertitta.html","title":{"rendered":"2960 West Sahara (Las Vegas, NV) Office Lease – Fertitta Enterprises Inc. and Expedia Inc."},"content":{"rendered":"\n OFFICE LEASE\n\n\n\n THIS LEASE (\"Lease\") is made and entered into this 1st day of August, 2000\nby and between Fertitta Enterprises, Inc. (\"Landlord\") and Expedia, Inc.\n(\"Tenant\").\n\n Section 1. DEMISE. Upon the conditions, limitations, covenants and\n ------ \nrestrictions contained herein, Landlord hereby leases to Tenant, and Tenant\nleases from Landlord, a total of approximately eight thousand eight hundred\nsixty-six (8,866) square feet of space (hereinafter \"Leased Property\"), in\nFertitta Headquarters (the \"Complex\"), said Leased Property being more\nspecifically indicated on Exhibit A attached hereto and incorporated herein by\nreference. The address of the Leased Property is 2960 West Sahara, Suite 100,\nLas Vegas, Nevada, 89102. The exact square footage of the Leased Property shall\nbe determined by Landlord's space planner, and shall be measured as follows:\ninterior premises are measured from center line to center line of party walls;\nexterior premises are measured from center line of party walls to the outside\nface of the roof line above the premises; depth is measured to the outside face\nof the roof line above the premises. Tenant acknowledges that the site plan\nshown on Exhibit A is tentative and that Landlord may change the shape, size,\nlocation, number and extent of the improvements shown thereon and eliminate or\nadd any improvement thereto. Landlord reserves to itself the use of the roof,\nexterior walls (other than store fronts) and the area above and below the Leased\nProperty together with the right to install, maintain, use, repair and replace\npipes, ducts, conduits, wires and structural elements now or in the future\nleading through the Leased Property which serve other parts of the Complex.\n\n Section 2. TERM. The term (the \"Term\") of this Lease shall commence on\n ---- \nNovember 1, 2000 (the \"Commencement Date\"), and shall continue at the will of\nthe parties, provided that either Tenant or Landlord may terminate this Lease on\ngiving sixty (60) days' prior written notice of such termination to the other\nparty.\n\n Section 3. RENT.\n ---- \n\n 3.1 Subject to adjustment as hereinafter provided, Tenant shall\npay Landlord as basic rent for the Term of this Lease, the monthly sum of\neighteen thousand six hundred eighteen and 60\/100 dollars ($18,618.60),\nbeginning on November 1, 2000.\n\n 3.2 The rent shall be paid to Landlord in advance on the first\n(1st) day of each month during the Term of this Lease.\n\n 3.3 All rent and other monies payable under this Lease shall be\npaid without prior demand therefor and without any deduction or offset\nwhatsoever in lawful money of the United States of America at the office of\nLandlord set forth in Section 28 hereof or at such other place or places as may\nfrom time to time be designated in writing by Landlord.\n\n \n 3.4 If Tenant shall fail to pay, within ten (10) days after the\nsame is due and payable, any basic rent, or any additional rent, or any other\namounts or charges to be paid by Tenant\n\n \nhereunder, such unpaid sum shall be subject to a late charge equal to five\npercent (5%) of the amount overdue. In addition, if any such rent, additional\nrent, amount or charge has not been paid within thirty (30) days after the same\nis due and payable, such unpaid sum shall bear interest at the rate of one and\none-half percent (1.5%) per month, compounded monthly, from the original due\ndate therefor, until paid in full, which interest shall be payable as additional\nrent.\n\n 3.5 As of the Commencement Date, Landlord shall make available, at\nTenant's option, the existing furniture currently stored within the Leased\nProperty for Tenant's use at a rate of two thousand five hundred dollars\n($2,500) per month. Landlord shall provide to Tenant an inventory listing of the\nfurniture available for rental pursuant to this Section 3.5 within twenty (20)\ndays of the mutual execution by the parties hereto of this Lease.\n\n Section 4. SECURITY DEPOSIT. Tenant, concurrently with the execution of\n ---------------- \nthis Lease, has deposited with Landlord the sum of eighteen thousand one hundred\nseventy-five and 30\/100 dollars ($18,175.30), receipt of which is hereby\nacknowledged by Landlord. Said deposit shall be held by Landlord as security for\nthe faithful performance by Tenant of all the terms, covenants and conditions of\nthis Lease by said Tenant to be kept and performed during the Term hereof,\nprovided that Tenant shall not be excused from the payment of any rent herein\nreserved or any other charges herein provided. If Tenant defaults with respect\nto any provision of this Lease, Landlord may, but shall not be required to, use\nor retain all or any part of such security deposit for the payment of any rent,\nto repair damages to the Leased Property, to clean the Leased Property or to\ncompensate Landlord for any other loss or damage which Landlord may suffer by\nreason of Tenant's default. If any portion of said deposit is so used or\napplied, Tenant shall, within five (5) days after written demand therefor,\ndeposit cash with Landlord in an amount sufficient to restore the security\ndeposit to its original amount and Tenant's failure to do so shall be a material\nbreach of this Lease. Landlord shall not be required to keep such security\ndeposit separate from its general funds, and Tenant shall not be entitled to\ninterest on such deposit. Should Tenant comply with all said terms, covenants\nand conditions and promptly pay all the rental herein provided for as it falls\ndue and pay all other sums payable by Tenant to Landlord hereunder, then the\nsaid deposit shall be refunded in full to Tenant thirty (30) days after the end\nof the Term of this Lease or after the last payment due from Tenant to Landlord,\nwhichever last occurs. No beneficiary of any Deed of Trust encumbering the\nLeased Property or the Complex shall be or at any time become liable for the\nreturn of any security deposit unless such deposit is actually held by such\nBeneficiary as security for Tenant's performance hereunder.\n\n Section 5. POSSESSION AND SURRENDER OF LEASED PROPERTY. Tenant shall by\n ------------------------------------------- \nentering upon and occupying the Leased Property be deemed to have accepted the\nLeased Property and Landlord shall be liable only for latent defects discovered\ntherein in the first ninety (90) days, provided that written notice is given to\nLandlord by Tenant within ten (10) days after any such defect is discovered by\nTenant. In no event shall Landlord be liable for consequential damages. Upon\ntermination of this Lease, if, and only if, Tenant has fully and faithfully\nperformed all of its obligations hereunder, Tenant shall, at its sole cost and\nexpense, remove all personal property which Tenant has installed or placed on\nthe Leased Property (\"Tenant's Property\") from the Leased Property and repair\nall damage thereto resulting from such removal and Tenant shall thereupon\nsurrender the Leased Property in the same condition as on the occupancy date,\nreasonable wear and tear excepted. If Tenant has not fully and faithfully\nperformed all of its obligations under this Lease, Tenant shall remove Tenant's\nProperty from the Leased Property only\n\n 2\n\n \nupon Landlord's written approval. In the event Tenant shall fail to remove any\nof Tenant's Property as provided herein, Landlord may, but shall not be\nobligated to, remove and\/or discard all such property not so removed and repair\nall damage to the Leased Property resulting from such removal, all at Tenant's\nexpense, and Landlord shall have no responsibility to Tenant for any loss or\ndamage to said property caused by or resulting from such removal or otherwise.\n \n Section 6. USE OF LEASED PROPERTY. The Leased Property is leased to\n ---------------------- \nTenant for general office use (excluding use as a call center facility). Tenant\nshall not use or allow the Leased Property, or any portion thereof, to be used\nfor any other purpose without the expressed written consent of landlord. Tenant\nshall be granted access twenty-four (24) hours per day, seven (7) days per week,\nfifty-two (52) weeks per annum to the Leased Property. Tenant shall have the\nright to install, at Tenant's sole cost, a card-key access system on the Leased\nProperty.\n\n 6.1 Tenant shall not, without prior written consent of all\ninsurance companies which have issued any insurance of any kind whatsoever with\nrespect to the Leased Property or the Complex, sell, or suffer to be kept, used\nor sold in, upon or about the Leased Property any gasoline, distillate or other\npetroleum products or any other substance or material of an explosive,\ninflammable or radiological nature, in such quantities as may be prohibited by\nany such insurance policy or which may endanger any part of the Complex or its\noccupants, business patrons or invitees.\n\n 6.2 Tenant shall not, without Landlord's prior written approval,\noperate or permit to be operated on the Leased Property any coin or token-\noperated vending machines or similar device for the sale or leasing to the\npublic of any goods, wares, merchandise, food, beverages, and\/or service,\nincluding, without limitation, pay telephones, pay lockers, pay toilets, scales\nand amusement devices.\n\n 6.3 Tenant shall refrain from using or permitting the use of the\nLeased Property or any portion thereof as living quarters, sleeping quarters or\nlodging rooms.\n\n 6.4 Tenant shall not, without Landlord's prior written approval,\nconduct or permit any fire, bankruptcy, liquidation or auction sale in, on or\nabout the Leased Property.\n\n 6.5 Tenant shall not, without Landlord's prior written approval,\ncover or obstruct any windows, glass doors, lights, skylights, or other\napertures that reflect or admit light into the Leased Property.\n\n 6.6 Tenant shall not keep, or permit the keeping, of any animals\nof any kind in, about or upon the Leased Property without Landlord's prior\nwritten approval.\n\n 6.7 Tenant shall not use the Leased Property for storage or\nwarehouse purposes beyond such use as is reasonably required to keep the Leased\nProperty adequately supplied for the conduct of Tenant's business purposes.\n\n 6.8 Except as provided for elsewhere herein, Tenant shall keep and\nmaintain in good order, condition and repair (including any such replacement and\nrestoration as is required for that purpose) the Leased Property and every part\nthereof and any and all appurtenances thereto\n\n 3\n\n \nwherever located, including, but without limitation, the interior portion of all\ndoors, door checks, windows, plate glass, store front, all plumbing and sewage\nfacilities within the Leased Property including free flow up to the main sewer\nline, fixtures, the heating, ventilation and air conditioning equipment serving\nthe Leased Property and any work performed by or on behalf of Tenant hereunder.\nTenant shall also keep and maintain in good order, condition and repair\n(including any such replacement and restoration as is required for that purpose)\nany special equipment, fixtures or facilities other than the usual and ordinary\nplumbing and utility facilities, which special facilities shall include but not\nbe limited to grease traps (if any), located outside the Leased Property.\nLandlord agrees to assign to Tenant any warranties Landlord may have pertaining\nto those parts of the Leased Property Tenant is responsible for maintaining\nhereunder. Tenant shall store all trash and garbage in metal containers located\nwhere designated by Landlord and so as not to be visible or create a nuisance to\ncustomers and business invitees in the Complex, and so as not to create or\npermit any health or fire hazard.\n\n 6.9 Tenant shall at all times during the Term of the Lease comply\nwith all governmental rules, regulations, ordinances, statutes and laws,\nincluding, but not limited to, all Federal and State laws and regulations\nregarding hazardous substances and the disposal thereof, and the orders and\nregulations of the Insurance Service Office or any other body now or hereafter\nexercising similar functions, now or hereafter in effect pertaining to the\nComplex, the Leased Property or Tenant's use thereof.\n\n 6.10 Tenant hereby covenants and agrees that it, its agents,\nemployees, servants, contractors, subtenants and licensees shall abide by the\nRules and Regulations attached hereto as Exhibit C and incorporated herein by\nreference and such additional rules and regulations hereafter adopted and\namendments and modifications of any of the foregoing as Landlord may, from time\nto time, adopt for the safety, care and cleanliness of the Leased Property or\nthe Complex or for the preservation of good order thereon.\n\n 6.11 Tenant shall not do, permit or suffer anything to be done, or\nkept upon the Leased Property which will obstruct or interfere with the rights\nof other tenants, Landlord or the patrons and customers of any of them, or which\nwill annoy any of them or their patrons or customers by reason of unreasonable\nnoise or otherwise, nor will Tenant commit or permit any nuisance on the Leased\nProperty or commit or suffer any immoral or illegal act to be committed thereon.\n\n Section 7. IMPROVEMENTS. Tenant shall not make any improvements to the\n ------------ \nLeased Property without the written consent of Landlord first hand and obtained\ntherefore. All improvements to the Leased Property made by Tenant shall be made\npromptly, at Tenant's sole expense, in a good and workmanlike manner, by duly-\nlicensed contractors, and in compliance with all insurance requirements and with\nall applicable permits and authorizations, and all other governmental rules,\nregulations, ordinances, statutes and laws (including the Americans with\nDisabilities Act), and all rating bureau recommendations, now or hereafter in\neffect pertaining to the Leased Property or Tenant's use thereof, and such\nimprovements shall be done by recognized union labor if so required by Landlord.\nPrior to the commencement of such work, Tenant shall give evidence to Landlord\nthat appropriate insurance satisfactory to Landlord has been obtained for the\nprotection of Landlord and its tenants and invitees from damage or injury\nresulting from the making of such improvements. In addition, prior to the\ncommencement of such work, Tenant, if required\n\n 4\n\n \nby Landlord, shall secure, at Tenant's expense, performance, labor and materials\nbonds for the full cost of such work satisfactory to Landlord.\n\n Any improvements made by Tenant pursuant to this Section 7 shall, at\nLandlord's option, become the property of Landlord upon the expiration or sooner\ntermination of this Lease (excluding Tenant's trade fixtures). However, Landlord\nshall have the right to require Tenant to remove any or all improvements, at\nTenant's sole cost and expense, upon such termination of this Lease and to\nsurrender the Leased Property in the same condition as it was prior to the\nmaking of any or all such improvements, reasonable wear and tear excepted.\n\n Section 8. PARKING AND COMMON AREAS. Tenant, its employees and business\n ------------------------ \ninvitees shall have the nonexclusive right, in common with Landlord and all\nothers to whom Landlord has granted or may hereafter grant rights, to use such\ncommon areas in the Complex (including but not limited to, the parking lot,\nwalkways and sidewalks, exclusive of underground parking) as are designated from\ntime to time by Landlord, subject to such reasonable rules and regulations as\nLandlord may from time to time impose, including the designation of specific\nareas in which cars operated by Tenant, its employees and business invitees must\nbe parked. Notwithstanding the foregoing, Landlord expressly reserves the right\nto reserve and\/or designate parking spaces for the exclusive use of any tenant\nor tenants, or officers or employees thereof which Landlord may specify; and\nLandlord further reserves the right to charge such tenants (separate from and in\naddition to rent) Landlord's current rate for reserved parking. Tenant shall\nhave the right to lease covered parking spaces as they become available.\nLandlord may at any time close any common area to make repairs or changes, to\nprevent the acquisition of public rights in such areas, or to discourage non-\ncustomer parking. Landlord may do such other acts in and to the common areas as\nin its judgment may be desirable, and Landlord shall have the right to diminish\nthe common areas and to dedicate portions of the common areas for utility\npurposes. Tenant shall, upon request, furnish to Landlord the license number of\ncars operated by Tenant and its employees. Tenant hereby agrees to pay Landlord,\nupon written demand, the sum of Twenty-Five Dollars ($25.00) per car per day for\neach car of Tenant, or any of its employees, agents or contractors, which is\nparked in any area of the Complex other than the area designated by Landlord.\nTenant shall not at any time interfere with the right of the Landlord, other\ntenants, its and their agents, employees, servants, contractors, subtenants,\nlicensees, customers and business invitees to use any part of the parking lot or\nother common areas. Landlord shall under no circumstances be liable for any\nreduction of the common areas, and no such reduction shall terminate or modify\nthis Lease or Tenant's obligations hereunder. The use of the Leased Property and\nall common areas whatsoever by Tenant, its employees, agents, customers,\nlicensees, invitees and contractors, shall, at all times, be in compliance with\nall covenants, conditions and restrictions, easements, reciprocal easement\nagreements, and all matters presently of public record or which may hereafter be\nplaced of public record, which affect the Leased Property or the Complex, or any\npart thereof. Landlord shall maintain the parking areas in the Complex in a\nclean and neat condition. However, Landlord assumes no responsibility to police\nthe use of said parking areas and Landlord shall not be liable for the use\nthereof by Landlord, Landlord's other tenants, its or their agents, employees,\nservants, contractors, subtenants, licensees, customers and\/or business invitees\nor by any other person or persons, entity or entities whomsoever. Provided\nTenant reserves for a period of at least one year, covered exclusive use parking\nspaces at the time of signing this Lease, Tenant shall have the use of six (6)\ncovered parking spaces upon payment of Thirty-five dollars ($35.00) per month,\nper space, in advance, monthly.\n\n 5\n\n \n Section 9. TAXES. Tenant shall be liable for and shall pay before\n ----- \ndelinquency (and, upon demand by Landlord, Tenant shall furnish Landlord with\nsatisfactory evidence of the payment thereof) all taxes and assessments of\nwhatsoever kind or nature, and penalties and interest thereon, if any, levied\nagainst Tenant's personal property and any other personal property of whatsoever\nkind, and to whomsoever belonging, situate or installed in or upon the Leased\nProperty, whether or not affixed to the realty. Any leasehold improvements in\nexcess of those provided for shall be deemed Tenant's personal property for the\npurposes of this Section 9. If at any time during the Term of this Lease any\nsuch taxes on Tenant's property are assessed as part of the tax on the real\nproperty of which the Leased Property is a part, then in such event Tenant shall\npay to Landlord the amount of such additional taxes as may be levied against the\nreal property by reason thereof. Tenant shall use its best efforts to have\nTenant's property assessed separately from said real property.\n\n If any time during the Term of this Lease, under the laws of the United\nStates, Nevada or any political subdivision thereof, a tax or excise on rents or\nother tax (except income tax), however described, is levied or assessed by the\nUnited States, Nevada or said political subdivision against Landlord on account\nof any rent reserved under this Lease, the Leased Property or the use thereof,\nall such tax or excise on rents or other taxes shall be paid by Tenant. Whenever\nLandlord shall receive any statement or bill for any such tax or shall otherwise\nbe required to make any payment on account thereof, Tenant shall pay the amount\ndue hereunder within ten (10) days after demand therefor accompanied by delivery\nto Tenant of a copy of such tax statement if any.\n\n Section 10. SERVICES AND UTILITIES. Landlord agrees to keep in good\n ---------------------- \norder, condition and repair the foundations, exterior walls and roof of the\nLeased Property (but excluding the exterior and interior of all windows, doors,\nplate glass and showcases) except for reasonable wear and tear and except for\nany damage thereto caused by any act or negligence of tenant or its agents,\nemployees, servants, contractors, subtenants, licensees, customers or business\ninvitees. It is an express condition precedent to all obligations of Landlord to\nrepair and maintain that Tenant shall have notified Landlord in writing of the\nneed for such repairs or maintenance.\n\n Landlord shall not be obligated to perform any service or to repair or\nmaintain any structure or facility except as provided in this Section. Landlord\nshall not furnish telephone facilities or service. Landlord shall not be\nobligated to provide any service or maintenance or to make any repairs pursuant\nto this Section when such service, maintenance or repair is made necessary\nbecause of the negligence or misuse of Tenant, Tenant's agents, employees,\nservants, contractors, subtenants, licensees, customers or business invitees.\nLandlord reserves the right to stop any service when Landlord deems such\nstoppage necessary, whether by reason of accident or emergency, or for repairs\nor improvements or otherwise. Landlord shall not be liable under any\ncircumstances for loss or injury however occurring, through or in connection\nwith or incident to any stoppage of such services. Landlord shall have no\nresponsibility or liability for failure to supply any services or maintenance or\nto make any repair when prevented from doing so by any cause beyond Landlord's\ncontrol. Landlord shall not be obligated to inspect the premises and shall not\nbe obligated to make any repairs or perform any maintenance hereunder unless\nfirst notified of the need thereof in writing by Tenant. In the event that\nLandlord shall fail to commence such repairs or maintenance within twenty (20)\ndays after said notice, Tenant's sole right and remedy for such failure shall\nbe, after further notice to Landlord, to make such repairs or perform such\nmaintenance\n\n 6\n\n \nand to deduct the cost and expenses thereof from the rent payable hereunder;\nprovided, however, that amount of such deduction not exceed the reasonable value\nof such repairs or maintenance. Landlord shall not be liable for any loss or\ndamage to persons or property sustained by Tenant or other persons, which may be\ncaused by the Complex or the Leased Property, or any appurtenances thereto,\nbeing out of repair or by bursting or leakage of any water, gas, sewer or steam\npipe, or by theft, or by any act or neglect of any tenant or occupant of the\nComplex, or of any other person, by failure to furnish or interruption of,\nservice of any utility, or by any other cause of whatsoever nature, unless\ncaused by the negligence of Landlord.\n\n Section 11. INSURANCE. Tenant shall not use or occupy, or permit the\n --------- \nLeased Property to be used or occupied in a manner which will increase the rates\nof insurance for the Leased Property or the Complex, which will make void or\nvoidable any insurance then in force with respect thereto, which would\nconstitute a defense to any action thereon, or which will make it impossible to\nobtain any insurance with respect thereto. If by reason of the failure of Tenant\nto comply herewith, any insurance rates for the Leased Property or the Complex\nbe higher than they otherwise would be, Tenant shall reimburse Landlord, on the\nfirst day of the calendar month next succeeding notice by Landlord to Tenant of\nsaid increase, for that part of all insurance premiums thereafter paid by\nLandlord which shall have been charged because of such failure of Tenant. Any\npolicy of insurance maintained by Tenant insuring against any risk in, upon,\nabout or in any way connected with the Leased Property or Tenant's use thereof\nshall contain an express waiver of any and all rights of subrogation thereunder\nwhatsoever against Landlord, its officers, agents or employees.\n\n Tenant agrees, at its sole expense, to procure and maintain public\nliability insurance for the Leased Property during the Term of this Lease in the\nminimum amount of $1,000,000.00, combined single limit, and such insurance\npolicy shall name Landlord as an additional insured.\n\n Tenant shall, at all times during the Term hereof, at its sole cost and\nexpense, procure and maintain in full force and effect standard form of fire\nwith extended coverage insurance covering Landlord's and Tenant's property and\nits merchandise, and the personal property of others in Tenant's possession in,\nupon or about the Leased Property. Such insurance shall be in an amount equal to\nthe current replacement value of the property required to be insured.\n\n Tenant and Landlord, as their interests may appear, shall be the named\nassureds (and at Landlord's option, any other persons, firms or corporations\ndesignated by Landlord shall be additionally named assureds) under each such\npolicy of insurance. Tenant shall furnish to Landlord a certificate acceptable\nto Landlord, evidencing the existence of such insurance, naming Landlord as an\nadditional insured and certifying that such insurance may not be canceled or\ncoverage diminished without at lease thirty (30) days prior written notice to\nlandlord. Thereafter, at lease ten (10) days prior to the expiration of any such\ninsurance, Tenant shall furnish Landlord with a certificate, in the form\ndescribed above, evidencing the renewal or replacement of such insurance.\n\n Section 12. LIENS. Tenant shall at all times indemnify, save and hold\n -----\nLandlord and the Leased Property free, clear and harmless from any claims,\nliens, demands, charges, encumbrances, litigation and judgments arising directly\nor indirectly out of any use, occupancy or activity of Tenant, or out any work\nperformed, material furnished, or obligations incurred by Tenant in, upon, about\nor otherwise in connection with the Leased Property. Tenant shall give Landlord\nnotice of at\n\n 7\n\n \nleast ten (10) business days prior to the commencement of any such work on the\nLeased Property to afford Landlord the opportunity to file appropriate notices\nof non-responsibility. Tenant shall, at its sole cost and expense, within\nfifteen (15) days after the filing of any lien of record obtain the discharge\nand release thereof. Nothing contained herein shall prevent Landlord, at the\ncost and for the account of Tenant, from obtaining said discharge and release in\nthe event Tenant fails or refuses to do the same within said fifteen (15) day\nperiod.\n\n Section 13. INDEMNIFICATION. Tenant hereby covenants and agrees to\n ---------------\nindemnify, save and hold Landlord and the Leased Property free, clear and\nharmless from any and all liability, costs, expenses, including attorneys' fees,\njudgments, claims, liens and demands of any kind whatsoever in connection with,\narising out of, or by reason of any act, omission or negligence of Tenant, its\nagents, employees, servants, contractors, subtenants, licensees, customers or\nbusiness invitees while in, upon, about or in any way connected with the Leased\nProperty or the Complex or arising from any accident, injury or damage,\nhowsoever and by whomsoever caused to any person or property whatsoever,\noccurring in, upon, about or in any way connected with the Leased Property, the\nComplex, or any portion thereof other than as a result of the negligence of\nLandlord.\n\n Section 14. SUBORDINATION. Landlord reserves the right to encumber the\n -------------\nLeased Property at any time, including, but not limited to sale-lease back\ntransactions; and upon request of Landlord or any mortgagee or beneficiary under\na deed of trust, or ground lease lessor, Tenant shall in writing, within ten\n(10) days after Landlord's written request, subordinate its rights hereunder to\nthe lien of any mortgage or deed of trust or any ground lease now or hereafter\nin force against the land or building of which the Leased Property is a part and\nupon any buildings hereafter placed upon the land of which the Leased Property\nis a part, and to all advances made or hereafter to be made upon the security\nthereof. In the event that Tenant fails to execute and\/or deliver any such\nsubordination to Landlord within said ten (10) days, Tenant hereby irrevocably\nappoints Landlord as Tenant's duly authorized attorney-in-fact for the purpose\nof executing and delivering any such subordination, and Tenant hereby grants\nLandlord all power and authority necessary to execute and deliver all such\ndocuments on behalf of Tenant. Tenant acknowledges that the power of attorney\ngranted hereby is coupled with an interest.\n\n In the event any proceedings are brought for foreclosure, or in the event\nof the exercise of the power of sale under any deed of trust, or upon\ntermination of any ground lease, Tenant shall attorn to the purchaser upon any\nsuch foreclosure or sale or ground lessor and recognize such purchaser or ground\nlessor as Landlord under this Lease.\n\n In the event that the mortgagee or beneficiary of any such mortgage or\ndeed of trust elects to have this Lease a prior lien to its mortgage or deed of\ntrust, then and in such event, upon such mortgagee's or beneficiary's giving\nwritten notice to Tenant to that effect, this Lease shall be deemed prior in\nlien to such mortgage or deed of trust, whether this Lease is dated prior to or\nsubsequent to the date of recordation of such mortgage or deed of trust.\n\n Section 15. ASSIGNMENT AND SUBLETTING. Tenant shall not assign,\n -------------------------\nmortgage, pledge, sublease or encumber this Lease or any interest herein, and\nshall not assign, mortgage, pledge, sublease or encumber the Leased Property or\nany interest therein, except with the prior written consent of Landlord\n(reference elsewhere herein to assignees notwithstanding), which consent shall\nnot be unreasonably withheld, delayed or conditioned; provided, however, that\nany\n\n 8\n\n \nassignment or sublease from Tenant to an affiliate or subsidiary of Tenant shall\nnot require Landlord's consent. Any such sublease, assignment, mortgage, pledge,\nor encumbrance shall not relieve Tenant from liability for payment of the rental\nherein provided or from the obligation to keep and be bound by the terms,\nconditions and covenants of this Lease. The acceptance of rent by Landlord from\nany other person shall not be deemed to be a waiver of any of the provisions of\nthis Lease or a consent to the assignment or subletting of the Leased Property.\n\n Tenant shall pay all costs, expenses and reasonable attorney's fees that\nmay be incurred or paid by Landlord in processing, documenting or administering\nany request of Tenant for any Landlord's consent required by this Section. In\naddition, Tenant agrees that if Tenant assigns or sublets this Lease with\nLandlord's consent for a greater rent than Tenant is obligated to pay hereunder,\nTenant and Landlord will divide equally any excess consideration received, after\nfirst deducting Tenant's reasonable marketing costs, including down time.\nLandlord shall not impose any restrictions on Tenant's assignment\/subleasing\nrights such as restricted subtenants or rent minimums, and Landlord shall not\nhave the right of recapture.\n\n Section 16. INSOLVENCY. It is understood and agreed that neither this\n ---------- \nLease nor any interest herein or hereunder, nor any estate hereby created in\nfavor of Tenant, shall pass by operation of law under any state or federal\ninsolvency or bankruptcy act, or any similar law now or hereafter in effect, to\nany trustee, receiver, assignee for the benefit of creditors, or any other\nperson whomsoever.\n\n Section 17. CONDEMNATION. Should the whole or any part of the Leased\n ------------\nProperty be condemned or taken by a competent authority for any public or quasi-\npublic purpose, all awards payable on account of such condemnation and taking\nshall be payable to Landlord, and Tenant hereby waives any and all interest\ntherein. For the purpose of this Section 17, a deed granted in lieu of\ncondemnation shall be deemed a taking.\n\n If the whole of the Leased Property be condemned or taken, then this\nLease shall terminate upon such taking. If only part of the Leased Property is\nso taken and the remaining portion thereof will not be reasonably adequate for\nthe operation of Tenant's business after Landlord completes such repairs or\nalterations as Landlord elects to make, either Landlord or Tenant shall have the\noption to terminate this Lease as of said taking by notifying the other party\nhereto of such election in writing within twenty (20) days after such taking. In\nno event shall a taking terminate this Lease without such notification. If such\npartial taking does not terminate this Lease, this Lease shall continue in full\nforce and effect, but the rent provided in Section 3 hereof shall be reduced by\nan amount equal to that proportion of such basic rent which the rentable square\nfootage of the portion taken bears to the total rentable square footage of the\nLeased Property. If any part of the Complex other than the Leased Property shall\nbe so taken or appropriated, Landlord shall have the right, at its option, to\nterminate this Lease by notifying Tenant within six (6) months of such taking.\n\n Section 18. DESTRUCTION OF PREMISES. If the Leased Property shall be\n -----------------------\ndestroyed or rendered untenantable, either wholly or in part, by fire or other\nunavoidable casualty, Landlord may, at its option, restore the Leased Property\nto its previous condition and in the meantime basic monthly rent shall be abated\nin the same proportion as the untenantable portion of the Leased Property bears\nto the whole thereof. This Lease shall not terminate unless, within sixty (60)\ndays\n\n 9\n\n \nafter the happening of such casualty, Landlord notifies Tenant of its election\nto terminate this Lease. In the event Landlord does not elect to terminate this\nLease, Landlord shall repair the damage to the Leased Property caused by such\ncasualty. Any other provision hereof to the contrary notwithstanding, should any\ncasualty have been the result of any act, omission or negligence of Tenant, its\nagents, employees, servants, contractors, subtenants, licensees, customers or\nbusiness invitees, unless Landlord otherwise elects, this Lease shall not\nterminate. Tenant shall repair such damage and rent shall not abate.\n\n In the event of any damage not limited to, or not including, the Leased\nProperty, such that the Complex is damaged to the extent of twenty-five percent\n(25%) or more, Landlord may elect to terminate this Lease upon giving notice of\nsuch election in writing to Tenant within ninety (90) days after the occurrence\nof the event causing the damage.\n\n Any other provision hereof to the contrary notwithstanding. Landlord\nshall not be liable for any repair or restoration until, and then only to the\nextent that, insurance proceeds are received therefor.\n\n Section 19. RIGHT OF ACCESS. Landlord shall at all times have the right\n ---------------\nto enter the Leased Property to inspect the same, to supply any service to be\nprovided by Landlord to Tenant hereunder, to exhibit the Leased Property to\nprospective purchasers or tenants, to post notices of nonresponsibility, and to\nrepair or construct any portion of the building of which the Leased Property is\na part or any other portion of the Complex, without abatement of rent, and may\nkeep and store tools, material and equipment upon the Leased Property and may\nerect scaffolding and other necessary structures where reasonably required by\nthe character of the work to be performed, provided the entrance to the Leased\nProperty shall not be blocked thereby, and further provided that the business of\nTenant shall not be interfered with unreasonably. Tenant hereby waives any claim\nfor damages for any injury or interference with Tenant's business, any loss of\noccupancy or quiet enjoyment of the Leased Property, and any other loss\noccasioned by the exercise of Landlord's rights hereunder. For each of the\naforesaid purposes, Landlord shall at all times have the right to retain a key\nwith which to unlock all doors in the Leased Property, excluding Tenant's vaults\nand safes. Landlord shall have the right to use any means which Landlord may\ndeem proper to open such doors in an emergency. Entry into the Leased Property\nobtained by Landlord by any such means shall not be deemed to be forcible or\nunlawful entry into, or a detainer of, the Leased Property, or an eviction of\nTenant from the Leased Property or any portion thereof.\n\n Section 20. EXPENDITURES BY LANDLORD. Whenever under any provision of\n ------------------------\nthis Lease, Tenant shall be obligated to make any payments or expenditures, or\nto do any act or thing, or to incur any liability whatsoever, and Tenant fails,\nrefuses or neglects to perform as herein required, Landlord shall be entitled,\nbut shall not be obligated, to make any such payment or expenditure or to do any\nsuch act or thing, or to incur any such liability, all on behalf of and at the\ncost for the account of Tenant. In such event, the amount thereof with interest\nthereon at the rate of one and one-half percent (1.5%) per month, compounded\nmonthly, shall constitute and be collectible as additional rent upon demand.\n\n Section 21. OFFSET STATEMENT. Tenant agrees that within ten (10) days of\n ----------------\nany demand therefor by Landlord, Tenant will execute and deliver to Landlord or\nLandlord's designee a recordable certificate stating that this Lease is in full\nforce and effect, such defenses or offsets as are\n\n 10\n\n \nclaimed by Tenant, if any, the date to which all rentals have been paid, and\nsuch other information concerning the Lease, the Leased Property and Tenant as\nLandlord or said designee may reasonably request. In the event that Tenant fails\nto execute and\/or deliver any such certificate or offset statement to Landlord\nwithin said ten (10) days, Tenant hereby irrevocably appoints Landlord as\nTenant's duly authorized attorney-in-fact for the purpose of executing and\ndelivering any such certificate or offset statement, and Tenant hereby grants\nLandlord all power and authority necessary to execute and deliver all such\ndocuments on behalf of Tenant. Tenant acknowledges that the power of attorney\ngranted hereby is coupled with an interest.\n\n Section 22. DEFAULT. Tenant's compliance with each and every of its\n -------\nobligations hereunder is a condition precedent to each and every covenant and\nobligation of Landlord. In the event that (a) Tenant shall default in the\npayment of any sum of money required to be paid hereunder and such default\ncontinues for five (5) days after written notice thereof; or (b) Tenant shall\ndefault in the performance of any other of its obligations hereunder and such\ndefault continues for ten (10) days after written notice thereof (except for\ndefaults which create a nuisance or illegal condition, or which cause or\nthreaten serious danger or life, limb or property, in which case there shall be\nno requirement for written notice or right to cure); or (c) Tenant should vacate\nor abandon the Leased Property during the Term of this Lease, or (d) there is\nfiled by or against Tenant any petition in bankruptcy, or Tenant is adjudicated\nas a bankrupt or insolvent, or there is appointed a receiver or trustee to take\npossession of all or substantially all of the assets of Tenant or of the Leased\nProperty, or there is a general assignment by Tenant for the benefit of\ncreditors, or any action is taken by or against Tenant under any state or\nfederal insolvency or bankruptcy act, or any similar law now or hereafter in\neffect, including without limitation, the filing of any petition for or in\nreorganization or an arrangement, or should the Leased Property or any portion\nthereof be taken or seized under the levy of execution or attachment against\nTenant, Landlord at its sole option, shall, in addition to all other rights and\nremedies granted to Landlord hereunder or at law or in equity, have (i) the\nright to declare the Term of this Lease ended and to re-enter the Leased\nProperty and take possession thereof, and to terminate all of the rights of\nTenant in and to the Leased Property, or (ii) the right without declaring the\nTerm of this Lease ended, to re-enter the Leased Property and to occupy the\nsame, or any portion thereof, or to lease the whole or any portion thereof, for\nand on account of Tenant as hereinafter provided, applying any monies received\nfirst to payment of such expenses, including attorneys' fees and real estate\ncommissions paid, assumed or incurred by Landlord in or in connection with the\nrecovery, repairing or reletting of the Leased Property and then to the\nfulfillment of the covenants of Tenant (any such reletting shall be for such a\nterm, at such a rent, and on such other conditions as Landlord in its sole\ndiscretion deems advisable); or (iii) the right, even though it may have relet\nall or any portion of the Leased Property as above-provided, to thereafter at\nany time terminate this Lease for such previous default on the part of Tenant.\nPursuant to said right of re-entry, Landlord may remove all persons from the\nLeased Property and may, but shall not be obligated to, remove all property\ntherefrom, and may, but shall not be obligated to, enforce any rights Landlord\nmay have against said property, or store the same in any public or private\nwarehouse or elsewhere at the cost and for the account of Tenant or the owner or\nowners thereof. Tenant agrees to hold Landlord free and harmless of any\nliability whatsoever for the removal, storage or discarding of any such\nproperty, whether of Tenant or any third party whomsoever. As security for\nTenant's compliance with all the terms of this Lease, Landlord is hereby given a\nlien upon all of Tenant's property in, upon or about the Leased Property.\nAnything contained herein to the contrary notwithstanding, Landlord shall not be\ndeemed to have terminated this Lease or any of Tenant's obligations hereunder by\nany such re-entry, or by action in\n\n 11\n\n \nunlawful detainer or otherwise to obtain possession of the Leased Property,\nunless Landlord shall have notified Tenant in writing that it has so elected to\nterminate this Lease. Tenant acknowledges and agrees that in the event of any\nfailure of Tenant to pay any rent or other sums required to be paid by Tenant to\nLandlord pursuant to this Lease, Tenant shall immediately be in the status of\ndefault such that, at Landlord's option, the five (5) day written notice\nrequired above (1) may be a five-day notice as contemplated by N.R.S. Section\n40.250 or N.R.S. Section 40.253, or (2) may be given simultaneously or may run\nconcurrently with any five day notice given by Landlord pursuant to N.R.S.\nSection 40.250 or N.R.S. Section 40.253.\n\n In any action brought by either party to enforce or protect any of its\nrights under or arising from this Lease, or related thereto, the prevailing\nparty shall be entitled to receive its costs and legal expenses, including\nreasonable attorney's fees, whether such action is prosecuted to judgment or\nnot. Landlord and Tenant hereby agree and acknowledge, each for the benefit of\nthe other, that for purposes of the foregoing reciprocal attorneys' fees clause,\nthey have bargained for attorneys' fees to be computed in the following manner:\nsaid attorneys; fees shall be computed by multiplying the regular hourly fee\nrate of the attorney or attorneys selected and utilized by the prevailing party\nby the number of hours expended in such action by said attorney or attorneys. If\nsuch hourly rate or rates, and the number of hours expended, are verified by the\nprevailing party's attorney or attorneys in a sworn certificate accompanied by\ntime summaries, the resulting amount of such attorneys' fees shall be\nirrebuttably presumed to be reasonable.\n\n The waiver by Landlord of any default or breach of any of Tenant's\nobligations hereunder shall not be a waiver of any preceding or subsequent\nbreach of the same or any other of Tenant's obligations contained herein. The\nsubsequent acceptance of rent or any other payment hereunder by Tenant to\nLandlord shall not be construed to be a waiver of any preceding breach by Tenant\nof any of its obligations hereunder other than the failure to pay the particular\nrental or other payment or portion thereof so accepted, regardless of Landlord's\nknowledge of such preceding breach at the time of acceptance of such rental or\nother payment. No payment by Tenant or receipt by Landlord of a lesser amount\nthan the rent herein provided shall be deemed to be other than on account of the\nearliest rent due and payable hereunder nor shall any endorsement or statement\non any check or any letter accompanying any check or payment be deemed an accord\nand satisfaction, and Landlord may accept any and negotiate any such check or\npayment without prejudice to Landlord's right to recover the balance of such\nsums as are due or pursue any other remedy provided in this Lease. The consent\nby Landlord to any matter or event requiring Landlord's consent shall not\nconstitute a waiver of the necessity for such consent to any subsequent matter\nor event. Upon the occurrence of any breach by Tenant hereunder, Landlord's\ndamages shall include the total value of any and all rent concessions and other\ninducements received by Tenant at the inception of the Lease or otherwise\nincluding, but not limited to, \"free rent,\" reduced rent and the cost to\nLandlord of improving Tenant's Leased Premises over and above the cost of the\nbuilding shell and any such improvements Landlord can use in reletting the\nLeased Premises.\n\n Section 23. QUIET POSSESSION. Upon Tenant's payment of all rentals and\n ---------------- \nother payments herein required from Tenant, and upon Tenant's performance of all\nof the provisions, covenants and conditions of this Lease on Tenant's part to be\nkept and performed, Tenant may quietly have, hold and enjoy the Leased Property\nduring the Term of this Lease without any disturbance from Landlord or from any\nother person claiming through Landlord.\n\n 12\n\n \n Section 24. SALE BY LANDLORD. In the event of any sale or exchange of\n ---------------- \nthe Leased Property, the Complex or the building of which the Leased Property is\na part by Landlord, Landlord shall be and is hereby relieved of all liability\nunder any and all of its covenants and obligations contained in or derived from\nthis Lease, arising out of any act, occurrence or omission relating to the\nLeased Property occurring after the consummation of such sale or exchange.\nTenant agrees to attorn to such purchaser or grantee.\n\n Section 25. DEFAULT BY LANDLORD. It is agreed that in the event\n ------------------- \nLandlord fails or refuses to perform any of its obligations hereunder that\nTenant, prior to exercising any right or remedy it may have, shall give fifteen\n(15) days written notice to Landlord of such default specifying in said notice\nthe default with which Landlord is charged. However, if the default complained\nof is of such a nature that the same can be rectified or cured, but cannot with\nreasonably diligence be rectified or cured within said fifteen (15) days, then\nsuch default shall be deemed to be rectified or cured if Landlord within said\nfifteen (15) day period shall commence the rectification and curing thereof and\nshall continue thereafter with all due diligence to cause such rectification and\ncuring to proceed.\n\n Section 26. FORCE MAJEURE. Whenever a day is appointed herein on which,\n ------------- \nor a period of time is appointed in which, either party hereto is required to do\nor complete any act, matter or thing, the time for the doing or completion\nthereof shall be extended by a period of time equal to the number of days on or\nduring which such party is prevented from, or is unreasonably interfered with,\nthe doing or completion of such act, matter of thing because of labor disputes,\ncivil commotion, war, warlike operation, sabotage, governmental regulations or\ncontrol, fire or other casualty, inability to obtain any materials, or to obtain\nfuel or energy, weather or other acts of God, or other causes beyond such\nparty's reasonable control (financial inability excepted); provided, however,\nthat nothing contained herein shall excuse Tenant from the prompt payment of any\nrent or charge required of Tenant hereunder, and nothing herein shall excuse\nTenant's default hereunder for creating any nuisance, illegal condition, or\ncondition which causes or threatens serious injury to life, limb or property.\n\n Section 27. SERVICE OF NOTICES. Any and all notices and demands shall\n ------------------ \nbe in writing and shall be validly given or made if served either personally or\nif deposited in the United States mail, certified or registered, postage\nprepaid, return receipt requested. If such notice or demand be served by mail,\nservice shall be conclusively deemed made three (3) days after mailing or upon\nactual receipt, whichever is sooner. Any notice or demand to Landlord shall be\naddressed to Landlord at 2960 West Sahara Ave., Ste. 200, Las Vegas, NV 89102.\nAny notice or demand to Tenant shall be addressed to Tenant at 13810 SE Eastgate\nWay, Suite 400, Bellevue, WA 98005. Any party hereto may change its address for\nthe purpose of receiving notices, payments or demands as herein provided by a\nwritten notice given in the manner aforesaid to the other party hereto, which\nnotice of change of address shall not become effective, however, until the\nactual receipt thereof by the other party.\n\n Section 28. MISCELLANEOUS.\n ------------- \n\n 28.1 If this Lease is terminated pursuant to any provision hereof and\nTenant is not in default hereunder, rent shall be pro-rated as of the date of\ntermination.\n\n 13\n\n \n 28.2 The various rights, options, elections and remedies of Landlord\nand Tenant respectively contained in this Lease shall be cumulative and no one\nof them shall be construed as exclusive of any other, or of any right, priority\nor remedy allowed or provided for by law and not expressly waived in this Lease.\n\n 28.3 The terms, provisions, covenants and conditions contained in this\nLease shall apply to, bind and inure to the benefit of the heirs, executors,\nadministrators, legal representatives, successors and assigns (where assignment\nis permitted) of Landlord and tenant, respectively, except as otherwise provided\nin this Lease.\n\n 28.4 If any term, provision, covenant or condition of this Lease, or\nany application thereof, should be held by a court of competent jurisdiction to\nbe invalid, void or unenforceable, all provisions, covenants and conditions of\nthis Lease, and all applications thereof not held invalid, void or unenforceable\nshall continue in full force and effect and shall in no way be affected,\nimpaired or invalidated thereby.\n\n 28.5 Time is of the essence of this Lease and all of the terms,\nprovisions, covenants and conditions hereof.\n\n 28.6 This Lease contains the entire agreement between the parties and\ncannot be changed or terminated orally.\n\n 28.7 Masculine and feminine pronouns shall be substituted for the\nneuter form and vice versa, and the plural shall be substituted for the singular\nform and vice versa, in any place or places herein in which the context requires\nsuch substitutions.\n\n 28.8 The laws of the State of Nevada shall govern the validity,\nconstruction and effect of this Lease.\n\n 28.9 Whenever in this Lease any words of obligation or duty are used\nin connection with either party, such words shall have the same force and effect\nas though framed in the form of covenants on the part of such party.\n\n 28.10 In the event either party hereto, now or hereafter, shall consist\nof more than one person, firm or corporation, then and in such event, such\npersons, firms or corporations shall be jointly and severally liable as parties\nhereunder; provided, however, nothing herein shall be deemed to impose personal\nliability on any limited partner of Landlord.\n\n 28.11 Tenant and Landlord warrants that it has had no dealings with any\nbroker or agent in connection with this Lease.\n\n 28.12 Tenant acknowledges that, by entering into this Lease with\nLandlord, Tenant has not become a third-party beneficiary of any lease between\nLandlord and any other tenant, and that no part of the inducement to Tenant to\nenter into this Lease was any promise or covenant of Landlord, express or\nimplied, to enforce any other lease for the benefit of Tenant.\n\n 14\n\n \n 28.13 The captions appearing at the commencement of the sections hereof\nare descriptive only and for convenience in reference to this Lease and in no\nway whatsoever define, limit or describe the scope or intent of this Lease nor\nin any way affect this Lease. In addition, in the event that a \"Lease Summary\"\nor other cover sheet shall be attached to the front of this Lease, it shall be\nfor convenience only, and it shall not in any way affect the terms of this\nLease, nor shall it be used in limiting, construing or defining any term,\ncovenant or condition of this Lease.\n\n 28.14 Tenant covenants and agrees to keep the terms and provisions of\nthis Lease confidential, and not to disclose said terms and provisions to any\nperson or entity whatsoever (except as may be required by law, or by any\ngovernmental entity). Tenant acknowledges that Landlord may have made special\nconcessions to Tenant to induce Tenant to execute this Lease, which if known,\ncould damage Landlord's future business and\/or bargaining power. Tenant\ntherefore agrees that any breach of the covenant contained in this paragraph by\nTenant shall be an automatic and incurable default of this Lease.\n\n 28.15 The submission of this Lease for examination does not constitute\na reservation of or option for the Leased Property and this Lease becomes\neffective as a Lease only upon execution and delivery thereof by Landlord and\nTenant.\n\n 28.16 This Lease shall not be construed either for or against Landlord\nor Tenant, but this Lease shall be interpreted in accordance with the general\ntenor of its language.\n\n 28.17 Tenant acknowledges that Tenant has been advised by Landlord\nand\/or Landlord's agents to consult an attorney in connection with the\nnegotiation and execution hereof, and that neither Landlord nor Landlord's agent\nhave given Tenant any legal advice.\n\n 28.18 Tenant agrees that all amounts or charges, except for basic rent,\nto be paid by Tenant to Landlord pursuant the terms and provisions of this\nLease, shall be conclusively deemed to be additional rent.\n\n 28.19 Landlord acknowledges and agrees that notwithstanding any\nprovision to the contrary contained herein, it shall be solely responsible for\ncompliance with all applicable American's with Disabilities Act regulations\nregarding the exterior structure and common areas (including but not limited to,\nthe parking lot, walkways and sidewalks) of the Complex.\n\n Section 29. RECORDATION PROHIBITED. Except upon the written consent of\n ---------------------- \nLandlord neither Tenant nor anyone acting on behalf of Tenant shall record this\nLease nor any memorandum or notice thereof nor cause the same to be recorded.\n\n 15\n\n \n IN WITNESS WHEREOF the parties hereto have executed this Lease the day\nand year first above written.\n\nTENANT: LANDLORD:\nExpedia, Inc. Fertitta Enterprises, Inc.\n\n\nBy: \/s\/ Gregory S. Stanger \/s\/ James P. Faso\n ----------------------------- ---------------------------- \n James P. Faso\n\nIts: Gregory S. Stanger\n ---------------------------- \n Senior Vice President and\n Chief Financial Officer\n\n 16\n\n \n EXHIBIT A\n\n SITE PLAN SHOWING LOCATION OF LEASED PROPERTY\n\n 17\n\n \n EXHIBIT B\n\n RULES AND REGULATIONS\n \n\nTenant agrees as follows:\n\n 1. All loading and unloading of goods shall be done only at such times,\nin the areas, and through the entrance designated for such purposes by Landlord.\n\n 2. The delivery or shipping of merchandise, supplies and fixtures to and\nfrom the Leased Property shall be subject to such rules and regulations as, in\nthe judgment of Landlord, are necessary for the proper operation of the Leased\nProperty or the Complex.\n\n 3. No radio or television or other similar device shall be installed\nwithout first obtaining in each instance Landlord's consent in writing. No\naerial shall be erected on the roof or exterior walls of the Leased Property or\nin the Complex without in each instance, the written consent of Landlord. Any\naerial so installed without such written consent shall be subject to removal\nwithout notice at any time at Tenant's expense.\n\n 4. Tenant shall not, without the written consent of Landlord first hand\nand obtained, use in or about the Leased Property any advertising or promotional\nmedia such as searchlights, loud speakers, phonographs, or other similar visual\nor audio media which can be seen or heard outside the Leased Property.\n\n 5. Tenant shall keep the Leased Property at a temperature sufficiently\nhigh to prevent freezing of water in pipes and fixtures.\n\n 6. The exterior areas immediately adjoining the Leased Property shall be\nkept clean and free from dirt and rubbish by Tenant to the satisfaction of\nLandlord, and Tenant shall not place or permit any obstructions or merchandise\nin such areas.\n\n 7. Tenant and Tenant's employees shall park their cars only in those\nparking areas designated for that purpose by Landlord. Tenant shall furnish\nLandlord with State automobile license numbers assigned to Tenant's car or cars,\nand cars of Tenant's employees, within five (5) days after taking possession of\nthe Leased Property and shall thereafter notify Landlord of any changes within\nfive (5) days after such changes occur. In the event that Tenant or its\nemployees fail to park their cars in designating parking areas as aforesaid,\nthen Landlord at its option, in addition to any other remedies, including, but\nnot limited to, towing, may charge Tenant Twenty-five Dollars ($25.00) per day\nper car parked in any area other than those designated.\n\n 8. The plumbing facilities shall not be used for any other purpose other\nthan that for which they are constructed, and no foreign substance of any kind\nshall be thrown therein, and the expense of any breakage, stoppage, or damage\nresulting from a violation of this provision shall be borne by the Tenant who\nshall, or whose employees, agents, servants, customers or invitees shall, have\ncaused it.\n\n 18\n\n \n 9. Tenant shall keep the Leased Property free from pets and vermin.\n\n 10. Tenant shall not burn any trash or garbage of any kind in or about\nthe Leased Property or the Complex.\n\n 11. Tenant shall not make noises, cause disturbances, or create odors\nwhich may be offensive to Landlord or to other tenants of the Complex or their\nemployees, agents, servants, customers or invitees.\n\n 12. No portion of the Leased Property or the Complex shall be used for\nsale or display of any obscene, pornographic, so-called \"adult\" or otherwise\noffensive merchandise or activities, without Landlord's prior written consent.\n\n 13. Without Landlord's written consent therefore first hand and obtained,\nno sign or other object or thing visible to public view outside of the Leased\nProperty shall be placed or allowed on the exterior of the Leased Property or in\nthe interior of the Leased Property in such a manner as shall be visible from\noutside the Leased Property, except that Tenant shall, at its expense, erect a\nsign on the exterior of the Leased Property of such size, shape, materials and\ndesign as may be prescribed by Landlord. Tenant shall be required to properly\nmaintain its sign, including prompt repair of any nature. Tenant shall keep such\nsign lit during such hours as Landlord may designate. Upon expiration of the\nLease, Tenant shall be responsible for promptly removing all signs placed in and\naround the Leased Property by Tenant. Tenant shall repair all damage caused to\nthe building or Leased Property by such removal, including proper \"capping off\"\nof electrical wiring.\n\n 14. Tenant and Tenant's employees and agents shall not solicit business\nin the parking areas or other common areas, nor shall Tenant distribute any\nhandbills or other advertising matter in automobiles parked in the parking area\nor in other common areas.\n\n 15. Tenant shall refrain from keeping, displaying, or selling any\nmerchandise or any object outside of the interior of the Leased Property or in\nany portion of any sidewalks, walkways or other part of the Complex outside of\nthe Leased Property.\n\n 16. The sidewalks, halls, passages, exits, entrances, stairways and other\ncommon areas shall not be obstructed by Tenant or used for any purpose other\nthan for ingress and egress to the Leased Property.\n\n 17. Landlord reserves the right to exclude or expel from the Complex any\nperson who, in the judgment of the Landlord, is intoxicated or under the\ninfluence of liquor, or who shall in any manner do any act in violation of any\nof the rules and regulations of the Complex.\n\n 18. Tenant shall not place a load upon any floor of the Leased Property\nexceeding the floor load per square foot which said floor was designed to carry\nor which is allowed by law.\n\n 19. Landlord will direct electricians as to where and how telephone wires\nare to be introduced. No boring or cutting for wires will be allowed without the\nconsent of Landlord. The \n\n 19\n\n \nlocation of telephones, call boxes and other office equipment affixed to the\nLeased Property shall be subject to the reasonable approval of Landlord.\n\n 20. Tenant, upon termination of the Lease, shall deliver to Landlord the\nkeys of offices, rooms and toilet rooms which shall have been furnished Tenant\nor which Tenant shall have made, and in the event of loss of any keys so\nfurnished, shall pay Landlord therefor. Tenant shall not alter any lock or\ninstall any new or additional locks or any bolts on any doors of the Leased\nProperty.\n\n 21. Tenant shall see that the doors of the Leased Property are closed at\nall times when not in use for ingress or egress and securely locked before\nleaving the building of which the Leased Property is a part, and that all\nelectricity, gas, heating or air conditioning shall likewise be carefully shut\noff, so as to prevent waste or damage, and for any default or carelessness\nTenant shall make good all injuries sustained by other tenants or occupants of\nthe Complex or by Landlord.\n\n 22. Employees of Landlord shall not perform any work or do anything\noutside of their regular duties unless under special instructions from Landlord,\nand none of Landlord's employees will admit any person to any office without\nspecific instruction from Landlord.\n\n 20\n\n \n OFFICE LEASE\n\n INDEX\n\n<\/pre>\n
\n\nSECTION NO. DESCRIPTION PAGE
\n———– ———– —-
\n
\n1 DEMISE 1
\n2 TERM 1
\n3 RENT 1
\n4 SECURITY DEPOSIT 3
\n5 POSSESSION AND SURRENDER OF LEASED PROPERTY 3
\n6 USE OF LEASED PROPERTY 4
\n7 IMPROVEMENTS 6
\n8 PARKING AND COMMON AREAS 6
\n9 TAXES 7
\n10 SERVICES AND UTILITIES 8
\n11 INSURANCE 10
\n12 LIENS 11
\n13 INDEMNIFICATION 11
\n14 SUBORDINATION 11
\n15 ASSIGNMENT AND SUBLETTING 12
\n16 INSOLVENCY 12
\n17 CONDEMNATION 12
\n18 DESTRUCTION OF PREMISES 13
\n19 RIGHT OF ACCESS 13
\n20 EXPENDITURES BY LANDLORD 14
\n21 OFFSET STATEMENT 14
\n22 DEFAULT 14
\n23 QUIET POSSESSION 16
\n24 SALE BY LANDLORD 16
\n25 DEFAULT BY LANDLORD 16
\n26 FORCE MAJEURE 16
\n27 SERVICE OF NOTICES 17
\n28 MISCELLANEOUS 17
\n29 RECORDATION PROHIBITED 19
\n30 FINANCIAL STATEMENTS 19<\/p>\nEXHIBIT A SITE PLAN SHOWING LOCATION OF LEASED PROPERTY 20
\nEXHIBIT B RULES AND REGULATIONS 21
\n<\/c><\/c><\/s><\/caption>\n<\/table>\n
ASSIGNMENT OF LEASE<\/p>\n
THIS ASSIGNMENT (this “Assignment”) is made by and between Expedia, Inc., a
\nWashington corporation (“Expedia”) and Travelscape.com, Inc., a Delaware
\ncorporation and wholly-owned subsidiary of Expedia (“Travelscape”) effective as
\nof August 1, 2000.<\/p>\n
WHEREAS, Expedia entered into an Office Lease dated August 1, 2000 (the
\n“Lease”) with Fertitta Enterprises, Inc. (“Landlord”) whereby Expedia leased
\ncertain real property in Las Vegas, Nevada from Landlord (the “Leased
\nProperty”); and<\/p>\n
WHEREAS, Section 15 of the Lease provides that assignment or sublease from
\nExpedia to an affiliate or subsidiary of Expedia shall not require Landlord’s
\nconsent; and<\/p>\n
WHEREAS, Expedia wishes to assign the Lease to Travelscape and Travelscape
\nwishes to assume the Lease from Expedia under the terms and conditions set forth
\nherein.<\/p>\n
NOW, THEREFORE, the parties agree as follows:<\/p>\n
1. Expedia hereby assigns to Travelscape all of Expedia’s right, title,
\ninterest and obligations contained in the Lease. Travelscape hereby accepts such
\nassignment, assumes the Lease and agrees to pay and perform as and when due all
\nobligations of Expedia under the Lease and otherwise comply with the terms and
\nconditions of the Lease, from and after the date of this Assignment.<\/p>\n
2. Travelscape shall acquire all of Expedia’s interest in existing
\nsecurity deposits, if any, leasehold improvements and trade fixtures, if any, in
\nconnection with the Lease or the Leased Premises.<\/p>\n
3. Pursuant to Section 15 of the Lease, this Assignment shall not relieve
\nExpedia from liability for payment of the rental in the Lease or from the
\nobligation to keep and be bound by the terms, conditions and covenants of the
\nLease.<\/p>\n
IN WITNESS WHEREOF, the parties have executed this Assignment effective as
\nof the 1st day of August, 2000.<\/p>\n
Assignor Assignee<\/p>\n
EXPEDIA, INC. TRAVELSCAPE.COM, INC.<\/p>\n
By: \/s\/ Mark S. Britton By: \/s\/ Gregory S. Stanger
\n —————————— ——————————
\nIts: Sr. Vice President and General Its: Chief Financial Officer
\n —————————— ——————————
\n Counsel
\n ——-<\/p>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7491],"corporate_contracts_industries":[9525],"corporate_contracts_types":[9602,9579],"class_list":["post-41816","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-expedia-inc","corporate_contracts_industries-transportation__services","corporate_contracts_types-land__nv","corporate_contracts_types-land"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41816","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=41816"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41816"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41816"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41816"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}