administrators, successors and assigns in strict accordance with the provisions thereof, both as a by-law and as a contract, until and unless it be repealed or suspended in the manner therein. provided.

XIII. Miscellaneous covenants.

Wherever in this lease any words of obligation or duty regarding any of the parties are used, such words or expressions shall have the same force and effect as though in the express form of covenants.

Each and all of the various rights, powers, options and remedies of lessor contained in this lease shall be considered as cumulative, and no one of them as exclusive of the other or as exclusive of any remedy allowed by law.

No waiver of any breach of any of the covenants, agreements, restrictions or conditions of this lease shall be construed to be a waiver of any succeeding breach of the same or any other covenants, agreements, restrictions or conditions.

Each and every of the terms, covenants and conditions of this lease shall inure to the benefit of and shall bind (as the case may require) not only the parties hereto but each and every of their respective heirs, executors, administrators, successors, assigns and legal representatives; and wherever in this lease a reference is made to either of the parties hereto such reference shall be deemed to include, wherever applicable, also a reference to the heirs, executors, administrators, successors, assigns and legal representatives of such party, the same as if so expressed in every case; and wherever in this lease the word "lessee" is used in the singular number such word shall be construed, whenever this lease is executed by or assigned to more than one person, as though the expression "lessees and/or either of them" were used instead.

In Witness Whereof, lessor has caused this instrument to be executed by its corporate officers, thereunto duly authorized, and lessee has hereunto signed his name in duplicate, on the date first above written.

Gaylord Apartments, Inc.

By

President.

and

Secretary.

Lessor.

Lessee.

ASSIGNMENT OF LEASE.

For and in consideration of the payment to the undersigned Gaylord Corporation, a California corporation, hereinafter referred to as the "assignor," by the undersigned, hereinafter referred to as the "assignee," of the sum of ten dollars. ($10.00), receipt of which sum is hereby acknowledged by the assignor, the assignor hereby grants, bargains, sells, transfers and conveys to the assignee all of its right, title, interest and estate in and to that certain lease executed, 19-, by and between Gaylord Apartments, Inc., a California corporation, as lessor, and Gaylord Corporation, as lessee, which said lease covers that certain apartment now known and designated as apartment numbered on the floor of the building known as the Gaylord Apartments, situated on that certain real property in the city of Los Angeles, county of Los Angeles, State of California, described as follows:

Lots twenty-two (22), twenty-three (23) and twenty-four (24), in Block two (2), Chapman Park Tract, as per map thereof recorded in Book 8, page 54 of Maps, in the office of the County Recorder of the county of Los Angeles;

said lease being for a term expiring at midnight on

19-.

It is agreed that if the said demised premises have been leased or subleased heretofore for any period beyond the date of this assignment this assignment is executed subject to such prior lease or sublease; and in that event the assignor hereby also grants, bargains, sells, assigns, transfers and conveys to the assignee all of the right, title and interest of the assignor in and to all such existing leases or subleases, together with and expressly including its reversionary interest or estate in, to, or upon the termination of, such leases or subleases, and all rents, remedies, elections, privileges and options payable by or exercisable against the lessee or sublessee thereunder from and after the date of this assignment, including the right to cancel or terminate any such leases or subleases on any terms agreed upon by the assignee and the lessee or sublessee thereunder.

As a further and material consideration for the execution hereof the assignor hereby sells, assigns and transfers to the assignee, and the assignee accepts and buys from the assignor,

all of the right, title and interest of the assignor in and to shares of the capital stock of the Gaylord Apartments, Inc., a California corporation, evidenced by certificate No. said shares of stock being inseparable from and appurtenant to the leasehold estate hereby assigned.

In consideration of the foregoing, and of the consent of Gaylord Apartments, Inc., to this assignment, the assignee hereby accepts said assignment of said lease and of said shares of stock, and expressly accepts and assumes all of the obligations contained in said lease to be kept and performed by lessee, and agrees to and with Gaylord Apartments, Inc., that the assignee shall be bound by all of the covenants, agreements, provision, restrictions and conditions of said lease, including the agreements contained in said lease to fully pay for said shares of stock, and shall be bound by each and all of the by-laws of said Gaylord Apartments, Inc., and in particular by Article XI of said by-laws, in the same manner and to the same extent as though the assignee had been named originally as lessee in said lease and had subscribed his name to said by-laws.

Wherever in this assignment the word "assignee" is used in the singular number such word shall be construed, whenever this assignment is made to and accepted by more than one person, as though the expression "assignees and/or either of them" were used instead.

For and in consideration of the foregoing assignment and acceptance thereof, Gaylord Apartments, Inc., a California corporation, hereby consents to such assignment to the assignee named herein, certifies and agrees that the assignor has performed each and all of his agreements as lessee under said lease. accruing up to the date of this assignment and has paid all instalments now due on account of the purchase-price of the shares of stock hereinbefore referred to, and agrees that from and after the date of this assignment the assignor shall be released thereby from all obligations thereafter accruing under said lease, including the obligation to make payments hereafter accruing on account of the purchase of said shares of stock. In Witness Whereof, the parties hereto have executed this instrument in triplicate this day of , 19, the corporate parties by their respective corporate officers thereunto duly authorized.

(Signatures.)

Form 3370.

Ninety-Nine Year Lease.

and

This Agreement, made and entered into in duplicate this day of, 19-, by and between of Marion County, State of Indiana, hereinafter called the lessors, and of Marion County, State of Indiana, hereinafter called the lessee, Witnesseth:

Art. 1. The lessors in consideration of the rents hereinafter reserved and of the covenants and agreements herein expressed on the part of the lessee to be by him kept, performed and fulfilled, have demised and leased, and by these presents do demise and lease, and warrant the same to be free and clear of all incumbrances, except as hereinafter mentioned, unto the lessee, all of the following described real estate situated in the city of Indianpolis, County of Marion, State of Indiana, to wit: (Here describe.)

To have and to hold the above described real estate for and during the term of ninety-nine (99) years, beginning with the day of, 19-, and ending with the day of 20, with the option of an additional ninety-nine (99) years thereon, as hereinafter provided.

Art. II. The lessee hereby covenants and agrees to and with the lessors to pay rent for said premises as follows:

For each year of the first five (5) years of said tenancy the sum of two thousand dollars ($2,000.00) per year.

For each year of the second five (5) years of said tenancy, the sum of twenty-five hundred dollars ($2,500.00) per year. For each year of the following ten (10) years of said tenancy, the sum of three thousand dollars ($3,000.00) per year.

For each year of the next ten (10) year period, thirty-five hundred dollars ($3,500.00) per year.

For the balance of the term of said lease five thousand dollars ($5,000.00) per year;

and lessee agrees to make all payments hereunder or under any of the provisions of this lease, without relief from valuation or appraisement laws of the State of Indiana, and with attorney's

fees.

Each year's rental to be paid in equal quarterly instalments in advance, on the first day of each quarter, at the Bank in the city of Indianapolis, or such other place in the city of

Indianapolis as the lessors may from time to time in writing designate.

And it is further stipulated and agreed that all rent and purchase money reserved and agreed to be paid or provided for under the terms of this lease shall be paid as the lessors may from time to time demand in standard gold coin of the United States of America of the present standard of weight and fineness, or in case the coinage of the present standard gold coin of the United States of America shall be discontinued and the same can not be obtained when such payments are due, in gold bullion equal in fineness and in weight to the present gold coin of the United States of America, or in currency bankable in the city of Indianapolis, Indiana, as the same is established by law at the time of the payment at election of lessors.

Art. III. It is expressly understood and agreed by and between the parties hereto that no acceptance by the lessors of any currency, legal tender, checks, coins, money or value whatsoever, except standard gold coin of the United States of America or bullion, as hereinbefore specified, in payment of any instalment or instalments of rent, shall be construed to be a waiver on the part of the lessors of the right to demand the payment of any other unpaid instalment or instalments of rent in standard gold coin of the United States of America or in bullion or currency as herein before specified, the lessors expressly reserving the right to elect from time to time and as often as lessors may desire, the character of payment.

Art. IV. The lessee hereby is given an option of an additional ninety-nine (99) year term hereunder at a rental of five thousand dollars ($5,000.00) per year, payable in the same manner as is provided for the payment of rental during the original term; provided that the lessee shall give notice in writing of its election to exercise such option not less than five (5) years before the expiration of the original ninety-nine (99) year term. Lessee agrees to take the premises subject to all existing leases, tenancies, occupation rights, easements and contracts for light, water or other public service now in force and effect with reference to above described premises, buildings and improvements or any part of same.

Art. V. As a further consideration for the leasing and demising aforesaid, the said lessee further covenants, promises and agrees to bear, pay and discharge, in addition to the said rent reserved, all taxes, assessments, levies, and charges for