ASSIGNMENT AND ASSUMPTION OF LEASE
(6660 Sunset)
1. PARTIES.
This Assignment and Assumption of Lease (this "Assignment"), dated as of
this ____ day of June, 1997, is executed by and between Hollywood Digital
Limited Partnership, a Delaware Limited Partnership ("Assignor") and Xxxx-XX HD,
Inc., a California Corporation ("Assignee").
2. RECITALS.
2.1. Assignor executed that certain Standard Industrial/Commercial
Multi-Tenant Lease dated January 31, 1997 between Sunset-Cherokee Plaza Limited
Partnership, as Landlord, and Assignor, as Tenant, for Suites J1 and J2 at 0000
Xxxxxx Xxxxxxxxx, Xxx Xxxxxxx, Xxxxxxxxxx 00000, as more particularly described
in, and upon and subject to all of the terms and conditions of, the Lease.
2.2. Assignor also executed that certain Standard Industrial/Commercial
Multi-Tenant Lease dated March 20, 1997 between Sunset-Cherokee Plaza Limited
Partnership, as Landlord, and Assignor, as Tenant, for Suite L at 0000 Xxxxxx
Xxxxxxxxx, Xxx
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Xxxxxxx, Xxxxxxxxxx 00000, as more particularly described in, and upon and
subject to all of the terms and conditions of, the lease. The leases described
in Section 2.1 above and this Section 2.2 are herein collectively called the
"Leases."
2.3. Concurrently with the execution and delivery of this Assignment,
Assignee is acquiring substantially all of the assets of Assignor pursuant to
that certain Agreement for the Purchase and Sale of Assets dated June 18, 1997
(the "Purchase Agreement"), between The Xxxx-XX Corporation, a Delaware
corporation ("Xxxx-XX") and Assignee, as Purchasers, and Assignor, as Seller.
2.4. Pursuant to the terms of the Purchase Agreement, Assignor desires to
assign all of its right, title and interest in, to and under the Leases to
Assignee and Assignee desires to accept said assignment and assume all of
Assignor's obligations under the Leases upon, and subject to the terms,
conditions, and provisions of this Assignment.
3. ASSIGNMENT AND ASSUMPTION.
In consideration of the mutual promises contained herein and in the
Purchase Agreement, and for other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, Assignor hereby assigns to
Assignee all of Assignor's
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right, title and interest in, to and under the Leases, and Assignee hereby
accepts said assignment and hereby assumes all of Assignor's obligations under
the Leases from and after the date hereof.
4. FURTHER ASSURANCES.
Assignor and Assignee shall execute such documents and take such other
steps as may hereafter be required in order to effectuate the intent and
purposes of this Assignment.
IN WITNESS WHEREOF, the parties have executed this Assignment as of the
date and year first above written.
"Assignor"
HOLLYWOOD DIGITAL LIMITED
PARTNERSHIP, a Delaware Limited
Partnership
By: HOLLYWOOD DIGITAL, INC., a
Delaware corporation, its
general partner
By:
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Its:
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"Assignee"
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Xxxx-XX HD, a California corporation
By:
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Its:
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