Hotel Business in New Mexico

Sale of assets of Sandia Resorts, Inc which includes:

1. all of the properties, assets and property rights, tangible or intangible, used in or useful to the operation of the business conducted by the Seller at 5601 Alameda NE, Albuquerque, New Mexico 87113 (the "Hotel Operations");
2. all real estate having a common street address of 5601 Alameda NE, 1-25 @ Alameda, Albuquerque, New Mexico 87113 (the "Hotel"), and further described as follows: Lot numbered Seven-A-One (7-A-l) of the Plat of Lots 7-A- 1 through 7-A-3, Block numbered Eleven (11), TRACT A, UNIT B, NORTH ALBUQUERQUE ACRES SUBDIVISION, La Merced De Elena Gallegos, City of Albuquerque, Bernalillo County, New Mexico, as the same is shown and designated on the Plat of said Subdivision, filed in the Office of the County Clerk of Bernalillo County, New Mexico, on October 3, 1996, in Plat Book 96C, folio 413;
3. All inventory, equipment including point of sale equipment, swimming pool equipment, boilers, air conditioning and heating equipment, and hot water heaters, case goods, furniture, and accessories located at the Hotel and owned by Seller (the "Personal Property");
4. to the extent transferable, and subject to any required consents, all permits, licenses, approvals, authorizations, consents, exemptions, waivers and variances granted by the City of Albuquerque with respect to operation of the Hotel including, specifically, any and all certificates of occupancy issued by the City of Albuquerque with respect to the Hotel; and
5. all claims that the Seller may have against third parties including the Purchaser, Peak Hospitality, C. Randel Lewis, and The First National Bank of Santa Fe, and/or any of their officers, attorneys, employees and agents (the "Claims").