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87-- 102908 SUBLEASE AND ASSUMPTION AGREEMENT This Sublease effective April 1, 1987 is made between LUTHERAN HOSPITALS AND HOMES SOCIETY OF AMERICA, a North Dakota nonprofit corporation (the "Lessee "), and SAINT FRANCIS MEDICAL CENTER, a Nebraska nonprofit corporation (the "Sublessee "). RECITALS 1. The Lessee is the Tenant under a Lease and Security Agreement (the "Lease ") dated June 1, 1977, a copy of which is attached hereto as Exhibit 1, between the Lessee and Hospital Authority No. 1 of Hall County, Nebraska (the "Authority ") as Lessor. 2. The Lessee wishes to sublease its interest in "the Project" as defined in the Lease and to delegate many of its duties under the Lease and Sublessee wishes to assume and perform all delegated duties under the Lease; 3. The Lessee entered into a Guaranty Agreement dated June 1, 1977 (the "Agreement ") with FirsTier Bank, N.A. (formerly Commercial National Bank and Trust Company)(the "Trustee "); In consideration of One Dollar ($1.00) and other valuable consideration and of the mutual covenants obtained herein, the parties agree as follows: 1. The Lessee agrees to sublease to the Sublessee all of the Lessee's entire right, title and interest under the Lease and to assign its entire right, title and interest in any funds held by the Trustee under the Trust Indenture dated as of June 1, 1977 between the Authority and the Trustee. 2. The Sublessee agrees to assume and perform all obliga- tions and liabilities of the Lessee under the Lease (other than those specifically excluded in this paragraph) entered into by the Lessee prior to the date hereof but which have not yet accrued thereunder and to release and discharge all such assumed liabilities from and after the date hereof and to indemnify Lessee against all claims, damages, costs and expenses in respect to the nonperformance or nonobservance of any terms or conditions to be performed by Sublessee. The Sublessee will not assume or be bound by the covenants set out in Sections 7.30, 7.33, 7.37, 7.38, 7.39, 7.40 or 7.41 of the Lease. 3. The term of this Sublease shall be until June 1, 1988, or until sooner terminated by mutual agreement of the parties. 4. Sublessee agrees to perform all obligations and liabil- ities of Lessee under the Agreement incurred by Lessee prior to the date hereof but which have not as yet accrued and to dis- charge all such assumed liabilities from and after the date hereof. .J