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e,e voi Fs <br />i:i6ii?491` OFF' ?45'ij 614 <br />of the power to direct or cause the direction of its management or policies, whether through the <br />ownership of voting securities, by contract, by virtue of being an executive officer or a director <br />or otherwise, <br />(b) "AV Taxes" shall mean any and all property taxes and ad valorem taxes <br />assessed against the Leased Premises or Lessee's interest therein that accrue during the Term. <br />(c) "Base Rent" shall mean the lease payments for the Leased Premises <br />provided in Article 2 hereof. <br />(d) [Intentionally Omitted]. <br />(e) "Cif" shall mean in all instances the City of San Marcos, Texas, a <br />municipal corporation of the State of Texas and a home rule city and shall not include any <br />assignee of Lessor's rights and obligations under this Lease. <br />(f) "Ci Use" shall have the meaning set forth in Section 5.1(b). <br />(g) "Commencement Date" shall mean the date first set forth above in the <br />introductory paragraph of this Lease. <br />(h) "Conference Center" shall mean an approximately 80,000 square foot <br />building to be constructed on the Land adjacent to the Hotel, containing meeting rooms, and one <br />(1) large ballroom sufficient to lawfully accommodate 1,000 people for abanquet-style event. <br />(i) "Event of Default" shall have the meaning set forth in Section 8.1. <br />(j) "Force Majeure" shall mean any unforeseeable causes beyond a Party's <br />control and without such Party's fault or negligence, including, but not limited to, acts of god, <br />acts of the public enemy, acts of the United States government, acts of the other party, fires, <br />floods, epidemics, quarantine restrictions, strikes, lockouts, freight embargoes, and unusually <br />severe weather or unforeseen environmental or archaeological conditions requiring <br />investigationlmitigation by federal, state or local laws. <br />(k) "Hazardous Materials" shall have the meaning set forth in Section 6.8(c). <br />(1) "Impositions" shall mean all taxes and assessments against either the <br />Leased Premises, or Lessee's interest therein that accrue during and are applicable to the Term. <br />(m) "Improvements" shall mean all buildings, structures, equipment, <br />improvements, fixtures and Related Infrastructure from time to time connected, installed or <br />situated on the Land, including all landscaping. <br />(n) "J~H" shall mean in all instances JQH -San Marcos Development, LLC, <br />a Missouri limited liability company, and shall not include any assignee of its rights and <br />obligations under this Lease. <br />C-2 <br />803273.4 <br />