Common use of Guests’ Property Clause in Contracts

Guests’ Property. 11.1.1 All baggage or other property of patrons of the Hotel checked or left in care of Seller shall be listed in an inventory to be prepared by the Accountants and signed by Seller’s and Purchaser’s representatives on the Closing Date. Purchaser shall be responsible from and after the Closing Date and will indemnify and hold Seller Indemnitee harmless from and against all claims for all baggage and property listed in such inventory. Seller shall indemnify and hold harmless each Purchaser Indemnitee from and against claims for baggage and property not listed in such inventory but alleged to have been left in custody at the Hotel prior to the Closing Date. All baggage or other property of guests retained by Seller as security for unpaid accounts receivable may be left at the Hotel without any responsibility or liability therefor on the part of Purchaser, for a period not to exceed one (1) month from Closing Date, within which time such baggage or other property shall be removed or otherwise disposed of by Seller. 11.1.2 Not less than three (3) days prior to the Closing Date, Seller shall cause notice to be sent to all guests of the Hotel who have safe deposit boxes advising them of the pending sale of the Hotel and requesting the removal and verification of the contents of such safe deposit boxes within three (3) days after the date of such notice. Boxes of guests not responding to the written notice shall be listed at the end of such three (3)-day period. Such boxes shall be opened on the Closing Date in the presence of the Accountants and the contents thereof shall be recorded by the Accountants. Any property contained in the safe deposit boxes and so recorded and thereafter remaining in the hands of Purchaser shall be the responsibility of Purchaser, and Purchaser hereby agrees to indemnify and save and hold Seller Indemnitee harmless from and against any claim or obligation arising out of or with respect to such property. Any claim with respect to property that is not listed on the inventory and that was allegedly in the safe deposit boxes prior to the inventory shall be the sole responsibility of Seller, and Seller hereby agrees to indemnify and save and hold each Purchaser Indemnitee harmless from and against any such claim.

Guests’ Property. 11.1.1 All baggage or other property of patrons of the Hotel checked or left in care of Seller shall be listed in an inventory to be prepared by the Accountants in duplicate and signed by Seller’s representatives and PurchaserBuyer’s representatives Manager on the day prior to the Closing Date. Purchaser Buyer’s Manager shall be responsible from and after the Closing Date for all baggage and will property listed in such inventory and Buyer shall indemnify and hold Seller Indemnitee Sellers, and Hotel Manager harmless from and against all claims for all baggage and property listed in such inventory. Seller Sellers shall indemnify and hold harmless each Purchaser Indemnitee Buyer and Buyer’s Manager from and against claims for baggage and property not listed in such inventory but alleged to have been left in custody at the Hotel prior to the Closing Date. All baggage or other property The provisions of guests retained by Seller as security for unpaid accounts receivable may be left at this Section 10.8 shall survive Closing and shall not merge into any of the Hotel without any responsibility or liability therefor on the part of Purchaser, for a period not to exceed one (1) month from Closing Date, within which time such baggage or other property shall be removed or otherwise disposed of by SellerTransfer Instruments. 11.1.2 Not less than three (3) days prior to 10.8.1 On the Closing Date, each Seller shall cause notice to be sent to all guests of the Hotel who have safe deposit boxes advising them of the pending sale of the Hotel and requesting the removal and verification of the contents of such safe deposit boxes within three (3) 3 days after the date Closing Date. Sellers may have a representative present at the Hotel during such 3 day period for the purpose of viewing such noticeremoval and verification. Boxes of guests not responding to the written notice shall be listed at the end of such three (3)-day 3-day period. Such boxes shall be opened on the Closing Date following day in the presence of the Accountants representatives of Seller and Buyer’s Manager to be agreed upon between Seller and Buyer’s Manager and the contents thereof shall be recorded by the Accountantsrecorded. Any property contained in the safe deposit boxes and so recorded and thereafter remaining in the hands of Purchaser Buyer’s Manager shall be the responsibility of Purchaser, Buyer’s Manager and Purchaser Buyer hereby agrees to indemnify and save and hold Seller Indemnitee and Hotel Manager harmless from and against any claim or obligation arising out of or with respect to such property. Any claim with respect to property that is not listed on the inventory and that was allegedly in the safe deposit boxes prior to the inventory shall be the sole responsibility of Seller, and Seller hereby agrees to indemnify and save and hold each Purchaser Indemnitee Buyer harmless from and against any such claim. The provisions of this Section 10.8.1.1 shall survive Closing and shall not merge into any of the Transfer Instruments.