MEMORANDUM OF ASSUMPTION AGREEMENT Sample Clauses

MEMORANDUM OF ASSUMPTION AGREEMENT. Xxxxxxx Crossing, LLC, a Georgia limited liability company, with a mailing address at 0000 Xxxxxxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx, XX 00000 ("Borrower"), Inland Diversified Xxxxx Xxxxxxx, L.L.C., a Delaware limited liability company, with a mailing address at c/o Inland Diversified Xxxxx Xxxxxxx, LLC, 0000 Xxxxxxxxxxx Xxxx, Oak Brook, IL 60523 ("Assumptor"), Inland Diversified Real Estate Trust, Inc., a Maryland corporation, with a mailing address at c/o Inland Diversified Xxxxx Xxxxxxx, LLC, 0000 Xxxxxxxxxxx Xxxx, Oak Brook, IL 60523 ("New Guarantor"), and U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE, SUCCESSOR-IN-INTEREST TO BANK OF AMERICA, N.A., IN ITS CAPACITY AS TRUSTEE, SUCCESSOR TO XXXXX FARGO BANK, N.A., IN ITS CAPACITY AS TRUSTEE, FOR THE REGISTERED HOLDERS OF GS MORTGAGE SECURITIES CORPORATION II, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006 GG8, with a mailing address c/o Wells Fargo Bank, N. A., Commercial Mortgage Servicing, 0000 Xxxxxxxx Xxxxxx, 2nd Floor, Oakland, CA 94612 ("Noteholder"), are parties to that certain ASSUMPTION AGREEMENT dated of even date herewith ("Assumption Agreement"). The undersigned parties agree that all obligations under that certain Deed to Secure Debt Note ("Note") dated August 8, 2006, in the original principal amount of Twenty Three Million Five Hundred Thousand and no/100 Dollars ($23,500,000.00), secured by that certain Deed to Secure Debt, Assignment of Rents and Security Agreement executed by Borrower and recorded on August 8, 2006, in Book 5575, Page 232 with the Columbia County Clerk, State of Georgia ("Official Records"), the Original Lender's interest under which was assigned by instrument recorded on June 29, 2007, in Book 6065, Page 237, and further assigned to Noteholder by Assignment recorded March 8, 2010, in Book 7277, Page 71, in said Official Records; that certain Assignment of Leases and Rents executed by Borrower, which was recorded on August 8, 2006, in Book 5576, Page 1, with said Official Records, the Original Lender's interest under which was assigned by instrument recorded on June 29, 2007, in Book 6065, Page 242 in said Official Records, and further assigned to Noteholder by Assignment recorded March 8, 2010, in Book 7277, Page 71, in said Official Records; that certain UCC-1 Financing Statement filed on August 8, 2006, in Book 5576, Page 17 with said Official Records; and all other Loan Documents (as defined in the Assumption Agreement) securing the real property described ...
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MEMORANDUM OF ASSUMPTION AGREEMENT. U.S. BANK NATIONAL ASSOCIATION, as Trustee for the registered holders of X.X. XXXXXX XXXXX COMMERCIAL MORTGAGE SECURITIES CORP., MULTIFAMILY MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2011-K702, with a mailing address c/o Wells Fargo Bank, N.A., Commercial Mortgage Servicing, 0000 Xxxxxxxx Xxxxxx, 7th Floor, Oakland, California 94612 (“Noteholder”) WC/TP SPRING CREEK, LLC, a Delaware limited liability company, with a mailing address at c/o WillMax Capital Inc., 0000 Xxxxxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000 (“Borrower”), XXXX X. XXXXXXXXX, an individual, with a mailing address at c/o WillMax Capital Inc., 0000 Xxxxxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxx 00000 (“Original Guarantor”), SIR SPRING CREEK, LLC, a Delaware limited liability company, with a mailing address at c/o Steadfast Asset Holdings, Inc., 00000 Xxx Xxxxxx Xxx., Suite 500, Irvine, California 92612 (“Assumptor”), and STEADFAST INCOME REIT OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“OP”) and STEADFAST INCOME REIT, INC., a Maryland corporation (“SIR” and, together with OP, jointly and severally, “New Guarantor”), each with a mailing address at c/o Steadfast Asset Holdings, Inc., 00000 Xxx Xxxxxx Xxx., Suite 500, Irvine, California 92612, are parties to that certain ASSUMPTION AGREEMENT dated of even date herewith (“Assumption Agreement”). The undersigned parties agree that all obligations under that certain Multifamily Note - CME (“Note”) dated January 31, 2011, in the original principal amount of Fourteen Million One Hundred Thousand and no/100 Dollars ($14,100,000.00), and secured by that certain Multifamily Mortgage, Assignment of Rents and Security Agreement (Oklahoma) (“Security Instrument”) executed by Borrower for the benefit of Xxxxxxxx Xxxxxxxx Xxxxxx, X.X., a Texas limited partnership (“Original Lender”) and recorded on January 31, 2011, in Book 11562 at Page 1719 with the County Clerk of Oklahoma County, State of Oklahoma (“Official Records”), the Original Lender’s interest under which was assigned to the Federal Home Loan Mortgage Corporation, a corporation organized and existing under the laws of the United States (“Xxxxxxx Mac”), by instrument recorded on January 31, 2011, in Book 11562 at Page 1831 in said Official Records, and thereafter assigned by Xxxxxxx Mac to Noteholder by instrument recorded on July 5, 2011, in Book 11667 at Page 986 in said Official Records; and all other Loan Documents (as defined in the Assumption Agreement) securing the real property des...
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MEMORANDUM OF ASSUMPTION AGREEMENT. ​ WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, FOR THE BENEFIT OF THE REGISTERED HOLDERS OF WFRBS COMMERCIAL MORTGAGE TRUST 2014-C24, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2014-C24 (“Noteholder”), BLUEBIRD ARROWHEAD PHOENIX LLC, GOLDEN ARROW CLERMONT FL LLC, BLUEBIRD GERMANTOWN MD LLC, GOLDEN ARROW CHARLOTTE NC LLC, CTLC GOLDEN ARROW KATY LLC and BLUEBIRD RENTON WA LLC, each a Delaware limited liability company (individually or collectively as the context requires, “Borrower”), CTO REALTY GROWTH, INC., a Maryland corporation (“Current Guarantor”), ALPINE INCOME PROPERTY TRUST, INC., a Maryland corporation (“New Guarantor”), and PINE21 ACQUISITIONS LLC, a Delaware limited liability company (“Assumptor”), are parties to that certain Assumption Agreement dated of even date herewith (“Assumption Agreement”). The undersigned parties agree that all obligations under that certain Promissory Note (“Note”) dated as of September 30, 2014 in the original principal amount of $30,000,000.00, secured by that certain [Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing] executed by [Borrower] for the benefit of Xxxxx Fargo Bank, National Association (“Original Noteholder”), which secures the Note and other obligations of Borrower (“Security Instrument”), and which Security Instrument was recorded on [____], as Document No. [____], in the recorder’s office of the [____] County, [____] (“Official Records”), the Original Noteholder’s interest under which was assigned by Original Noteholder to Noteholder by instrument dated effective as of [____], and recorded on [____], as Document No. [____] in the Official Records; and all other Loan Documents (as defined in the Assumption Agreement) securing the real property described on Exhibit A, have been assumed by Assumptor upon the terms and conditions set forth in the Assumption Agreement. The Assumption Agreement is by this reference incorporated herein and made a part hereof. This Memorandum of Assumption Agreement may be executed in any number of counterparts, each of which when executed and delivered will be deemed an original and all of which taken together will be deemed to be one and the same instrument. ​ ​ 00000000x0
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Related to MEMORANDUM OF ASSUMPTION AGREEMENT

  • Memorandum of Agreement Contemporaneously with the execution of this Agreement, the Parties shall execute, acknowledge, deliver and record a “short form” memorandum of this Agreement in the form of Exhibit J attached hereto (as modified, including by the addition of any required property descriptions, required by local law and practice to put such Memorandum of record and put third parties on notice of this Agreement), which shall be placed of record in each state and county in which the currently-existing Dedicated Properties are located. Further such memoranda shall be executed and delivered by Shipper as Gatherer from time to time requests to evidence the dedication of additional areas or Oil and Gas Interests under this Agreement.

  • Assumption Agreements In the event that any assumption agreement or substitution of liability agreement is entered into with respect to any Mortgage Loan subject to this Agreement in accordance with the terms and provisions of the Pooling and Servicing Agreement, the Master Servicer shall notify the Custodian that such assumption or substitution agreement has been completed by forwarding to the Custodian the original of such assumption or substitution agreement, which copy shall be added to the related Custodial File and, for all purposes, shall be considered a part of such Custodial File to the same extent as all other documents and instruments constituting parts thereof.

  • Assumption Agreement Seller shall have received from Buyer an Assumption Agreement, in substance and form satisfactory to Seller, under which Buyer shall have assumed the Assumed Liabilities.

  • Amendment; Assignment This Agreement may be amended, superseded, canceled, renewed or extended, and the terms hereof may be waived, only by a written instrument signed by authorized representatives of the parties or, in the case of a waiver, by an authorized representative of the party waiving compliance. No such written instrument shall be effective unless it expressly recites that it is intended to amend, supersede, cancel, renew or extend this Agreement or to waive compliance with one or more of the terms hereof, as the case may be. Except for the Management Stockholder’s right to assign his or her rights under Section 4(a) or the Company’s right to assign its rights under Section 4(b), no party to this Agreement may assign any of its rights or obligations under this Agreement without the prior written consent of the other parties hereto.

  • Designation Agreement Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as described in the Reporting Requirements). Accordingly:

  • Arrangement Agreement This Plan of Arrangement is made pursuant to, and is subject to the provisions of, the Arrangement Agreement, except in respect of the sequence of the steps comprising the Arrangement, which shall occur in the order set forth herein.

  • Supplemental Agreement If the State finds that the work does constitute additional work, the State shall so advise the Engineer and a written supplemental agreement will be executed as provided in General Provisions, Article 6,

  • Transition Agreement On the Closing Date, Seller and Buyer shall execute the Transition Services Agreement, attached as Exhibit F to this Agreement, in which Seller shall agree to provide transition services to Buyer with respect to the Assets.

  • Agreement Amendment If either party hereto requests to amend this agreement, it shall notify the other party in writing, and the other party shall respond within one week. All amendments of this agreement must be made in writing by both parties, and such amendments shall be deemed as inseverable parts of this agreement.

  • AMENDMENT AGREEMENT The Global Custody Agreement of January 3, 1994, (the “Custody Agreement”), as amended from time to time, by and between each of the Entities listed in Schedule A, as amended thereto, severally and not jointly (each such entity referred to hereinafter as the “Customer”) and JPMorgan Chase Bank, whose contracts have been assumed by JPMORGAN CHASE BANK (the “Bank”) is hereby further amended, as of February 3, 2011 (the “Amendment Agreement”). Terms defined in the Custody Agreement are used herein as therein defined.

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