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EXHIBIT 10.2
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ASSIGNMENT, ASSUMPTION AND CONSENT
ASSIGNMENT OF LEASE
For valuable consideration, the receipt of which is hereby acknowledged, the
undersigned Typhoon Capital Consultants, LLC, d.b.a.: Xxxxxxx-Xxxxxxxx.xxx
("ASSIGNOR"), hereby assigns and transfers to Inland Entertainment Corporation,
a Utah corporation ("ASSIGNEE"), all of its right, title and interest in and to
that certain Lease dated March 22, 1999, (the "LEASE") by and between XXXXXXX
PROPERTIES, L.P., A CALIFORNIA LIMITED PARTNERSHIP ("LANDLORD"), as Landlord,
and Assignor, as Tenant, leasing those certain premises described as
approximately 852 rentable square feet located at 0000 Xxxxx Xxxx Xxxxxxxxx,
Xxxxx 0000, Xxxxx Xxxxxx, XX 00000. Assignor and Xxxxxx Xxxxxxx ("GUARANTOR")
hereby agree that this assignment shall not relieve Assignor of any liability or
obligation under the Lease, or such guarantor of any liability or obligation
under its guaranty of the Lease, and that Assignor shall continue to remain
liable under the Lease as a principal obligor and not as a surety, and such
guarantor shall continue to remain liable under its guaranty of the Lease, in
each case notwithstanding such assignment. Assignor further agrees that a
subsequent modification or extension of the Lease shall not relieve Assignor or
any guarantor of the Lease of any liability or obligation under the Lease or any
guaranty of the Lease.
This assignment is effective as of September 7, 1999.
Dated: 9/28/99 ASSIGNOR: /s/ Xxxxxx Xxxxxxx
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a Typhoon Capital Consultants, LLC,
DBA / Xxxxxxx-Xxxxxxxx.xxx
By: Xxxxxx Xxxxxxx
Title: President
[GUARANTOR: /s/ Xxxxxx Xxxxxxx
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a
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By: Xxxxxx Xxxxxxx
Title: President ]
ASSUMPTION OF LEASE
Assignee hereby accepts the foregoing assignment effective September 7, 1999,
and in consideration of Xxxxxxxx's consent thereto, Assignee agrees to be bound
by and to faithfully, timely and fully perform all of the terms and conditions
and agreements contained in the Lease, and to pay promptly all rental and other
payments thereunder of whatever nature. Assignee warrants that it has read the
Lease which is made a part hereof by this reference.
Assignee further understands and agrees that Xxxxxxxx's consent to this
assignment is not a consent to any subsequent assignments. Assignee agrees that
if, at any time during the remaining term of the Lease, it seeks a future
assignment, Assignee shall pay to Landlord a sum equal to Two Hundred Fifty
Dollars ($250.00) for Landlord's review of the proposed assignment, whether or
not Landlord consents to the proposed assignment. Assignee will pay Xxxxxxxx's
actual attorneys' fees incurred for reviewing,
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investigating, processing and/or documenting any requested assignment, whether
or not Landlord's consent is granted.
Dated: September 30, 1999 ASSIGNEE: Inland Entertainment Corporation
a Utah Corporation
By: /s/ XXXXXX X. XXXX
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Title: Chief Financial Officer and
Executive V.P.
CONSENT
Xxxxxxxx hereby consents to the foregoing assignment by Assignor to Assignee of
the Lease, on the condition that (a) Assignee will promptly pay all rents and
other monies required under the Lease and this assignment, and will perform all
terms, covenants and conditions therein to be performed by Xxxxxx and (b)
Assignor agrees to continue to remain liable under the Lease as principal
obligor and not as surety, and any guarantor of the Lease agrees to continue to
remain liable under its guaranty of the Lease, in each case notwithstanding such
assignment.
Dated: 10/11/99 LANDLORD: XXXXXXX PROPERTIES, L.P.,
a California limited partnership
By: Xxxxxxx Properties, Inc.,
a Maryland corporation
Its: general partner
By: /s/ Xxxx Xxxxxxxxx
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Xxxx Xxxxxxxxx
Its: Regional Senior Vice President
10/5/99
/s/ TAH
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