ASSIGNMENT OF LEASE
THIS ASSIGNMENT, made this 18th day of May 1998, by Alpha
Group, LLC., whose address is 0000 Xxxxx Xxxxxx Xxxxxxxxx,
Xxxxxxxxxxx, Xxxxxxxx (herein called "Assignor") to AEI Real
Estate Fund XVIII Limited Partnership, whose address is 0000
Xxxxxxxxx Xxxxx Xxxxx Xxxxxx, Xx. Xxxx, Xxxxxxxxx 00000 (herein
called "Assignee"), WITNESSETH:
FOR VALUE RECEIVED, Assignor hereby grants, transfers and
assigns to Assignee all of the right, title and interest of
Assignor in and to that certain lease by and between Assignor and
OCB Realty Co., dated March 31, 1998, (the same constituting all
of the written leases affecting the Premises as herein after
defined)(said lease hereinafter being referred to as the
"Lease"), which Lease demises all of the real estate ("Premises")
described in Exhibit A attached hereto, together with any and all
extensions and renewals thereof, together with the immediate and
continuing right to collect and receive all rents, income,
payments and profits arising out of said Lease or out of the
Premises or any part thereof ("Rents"), together with the right
to all proceeds payable to Assignor pursuant to any purchase
options on the part of Tenant under the Lease, together with all
payments derived therefrom, if any, including but not limited to
future claims for the recovery of damages done to the Premises or
for the abatement of any nuisance existing thereon, future claims
for damages resulting from default under said Lease whether
resulting from acts of insolvency or acts of bankruptcy or
otherwise, and lump sum payments for the cancellation of said
lease or the waiver of any obligation or term thereof prior to
the expiration date and the return of any insurance premiums or
ad valorem tax payments made in advance and subsequently
refunded, together with the rights accruing under that certain
Guarantee of Lease by Buffetts, Inc., of even date with the
Lease;
AND ASSIGNOR FURTHER AGREES, ASSIGNS AND COVENANTS:
1. Representations. Assignor represents and warrants that
it is now the absolute owner of said Lease with full right and
title to assign the same and the Rents; that said Lease is valid,
in full force and effect and has not been modified or amended
except as disclosed to Assignee; that there are no outstanding
assignments or pledges thereof; that there are no existing
defaults under the provisions thereof on the part of any party to
the Lease; that no Rents have been waived, anticipated,
discounted, compromised or released; and that Tenant has no
defenses, setoffs, or counterclaims against Assignor.
2. Present Assignment. This Assignment shall constitute a
perfected, absolute and present assignment.
3. No Liability For Assignee. The Assignee shall not be
obligated to perform or discharge, nor does it hereby undertake
to perform or discharge any obligation, duty or liability under
said Lease incurred prior to the date hereof nor shall this
Assignment operate to place responsibility for the control, care,
management or repair of the Premises prior to the date hereof
upon the Assignee nor for the carrying out of any of the terms
and conditions of said Lease; nor shall it operate to make the
Assignee responsible or liable for any waste committed on the
Premises, or for any dangerous or defective condition of the
Premises, or for any negligence in the management, upkeep, repair
or control of said Premises, prior to the date hereof resulting
in loss or injury or death to any tenant, licensee, employee or
stranger nor liable for laches or failure to collect the rents
and Assignee shall be required to account only for such moneys as
are actually received by it.
4. Assignor Hold Assignee Harmless. The Assignor shall
and does hereby agree to indemnify and to hold Assignee harmless
of and from any and all liability, loss or damage which it may or
might incur under said Lease or under or by reason of this
Assignment, of and from any and all claims and demands whatsoever
which may be asserted against it by reason of any alleged
obligations or undertakings on Assignee's part to perform or
discharge any of the terms, covenants or agreements contained in
said Lease prior to the date hereof. Should the Assignee incur
any such liability, or in the defense of any such claims or
demands, the amount thereof, including costs, expenses, and
reasonable attorney's fees, Assignor shall reimburse the
Assignee therefor immediately upon demand.
5. Assignee Hold Assignor Harmless. The Assignee shall
and does hereby agree to indemnify and to hold Assignor harmless
of and from any and all liability, loss or damage which it may or
might incur under said Lease or under or by reason of this
Assignment and of and from any and all claims and demands
whatsoever which may be asserted against it by reason of any
alleged obligations or undertakings on Assignor's part to perform
or discharge any of the terms, covenants or agreements contained
in said Lease on or after the date hereof. Should the Assignor
incur any such liability, or in the defense of any such claims or
demands, the amount thereof, including costs, expenses, and
reasonable attorney's fees, Assignee shall reimburse the
Assignor therefor immediately upon demand.
6. Security Deposits. The Assignor represents that there
are no security deposits held by Assignor under the terms of the
Lease(s).
7. Authorization To Tenant. The Tenant under the Lease is
hereby irrevocably authorized and directed to recognize the
claims of Assignee hereunder. Assignor hereby irrevocably
directs and authorizes the Tenant to pay to Assignee all sums due
under the Lease and consents and directs that said sums shall be
paid to Assignee. The sole signature of the Assignee shall be
sufficient for the exercise of any rights under this Assignment
and the sole receipt of the Assignee for any sums received shall
be a full discharge and release therefor to any such Tenant or
occupant of the Premises. Checks for all or any part of the
rentals collected under this Assignment shall upon notice from
the Assignee be drawn to the exclusive order of the Assignee.
8. Successors And Assigns. This Assignment and each and
every covenant, agreement and provision hereof shall be binding
upon the Assignor and its successors and assigns including
without limitation each and every from time to time record owner
of the Premises or any other person having an interest therein
and shall inure to the benefit of the Assignee and its successors
and assigns. As used herein the words "successors and assigns"
shall also be deemed to mean the heirs, executors,
representatives and administrators of any natural person who is a
party to this Assignment.
9. Governing Law. This Assignment is intended to be
governed by the laws of the State of Illinois.
IN WITNESS WHEREOF, the Assignor and Assignee have caused
this Assignment of Lease to be executed as of the date first
above written.
ALPHA GROUP, LLC
By: /s/ Xxxxxx X Xxxxxx
Xxxxxx X Xxxxxx, Member
[Print Name]
STATE OF Arkansas )
)SS.
COUNTY OF Benton)
The foregoing instrument was acknowledged before me the 12th
day of May, 1998, by Xxxxxx X Xxxxxx, Member of Alpha Group,
LLC, on behalf of said limited liability partnership.
/s/ Gay L Xxxxxx
Notary Public
[notary seal]
AEI REAL ESTATE FUND XVIII LIMITED PARTNERSHIP
By: AEI FUND MANAGEMENT XVIII, INC.
By: /s/ Xxxxxx X Xxxxxxx
Xxxxxx X. Xxxxxxx, President
STATE OF MINNESOTA )
)SS.
COUNTY OF XXXXXX )
The foregoing instrument was acknowledged before me the 18th
day of May, 1998, by Xxxxxx X. Xxxxxxx, the President of AEI
Fund Management XVIII, Inc., a Minnesota corporation, corporate
general partner of AEI Real Estate Fund XVIII Limited
Partnership, on behalf of said limited partnership.
/s/ Xxxxx X Xxxxxx
Notary Public
[notary seal]
