EXHIBIT 10.14
ASSIGNMENT OF LEASE
THIS ASSIGNMENT OF LEASE is made and delivered on this 16th day of
June, 1994, by HMC RETIREMENT PROPERTIES, INC., a Delaware corporation
("Assignor"), to HEALTH AND REHABILITATION PROPERTIES TRUST, a Maryland real
estate investment trust ("Assignee").
W I T N E S S E T H :
WHEREAS, by a lease, dated as of April 1, 1989 (the "Lease"), Marriott
Corporation, a Delaware corporation, as tenant, leased certain land and
improvements thereon located in Charlottesville, Virginia, and as more
particularly described in Exhibit A, attached hereto and made a part hereof,
from UREF Retirement Corporation, a Virginia corporation ("Landlord"); and
WHEREAS, by that certain Assignment of Lease, dated October 7, 1993,
Host Marriott Corporation, successor in interest to Marriott Corporation,
assigned its interest as tenant under the Lease to Assignor; and
WHEREAS, Assignor now desires to assign its interest under the Lease to
Assignee, and Assignee desires to assume all of Assignor's obligations under the
Lease;
NOW, THEREFORE, in consideration of the mutual covenants herein
contained and other good and valuable consideration, the mutual receipt and
legal sufficiency of which are hereby acknowledged, Assignor hereby grants,
assigns, transfers, and sets over to Assignee all of Assignor's right, title and
interest in, to and under the Lease and the leasehold estate of Assignor as
created by the Lease, together with any and all easement rights of any kind
appurtenant to and benefiting the premises demised under the Lease and with all
right, title and interest of Assignor in and to any and all buildings,
structures and improvements now or hereafter located on the premises demised
under the Lease.
TO HAVE AND TO HOLD the same unto Assignee, its successors and assigns,
from the date hereof and for the rest of the term mentioned in the Lease,
subject to the terms, covenants, provisions and conditions of the Lease, and
subject to all existing title encumbrances of record.
Assignee hereby assumes and agrees to assume all obligations of
Assignor under the Lease, subject to the exculpation provisions of Section
13.6(b) of the Lease, arising from and after the date hereof, to perform all of
the respective covenants
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and agreements contained therein, and be bound by all the respective terms and
provisions thereof, from and after the date hereof.
Assignor hereby agrees to indemnify and hold Assignee harmless from and
against any and all liability, loss, costs, damages and expenses, including
reasonable attorneys' fees, incurred by Assignee as a result of Assignor's
actions as tenant under the Lease before the date of this instrument.
Assigne hereby agrees to indemnify and hold Assignor harmless from and
against any and all liability, loss, costs, damages and expenses, including
reasonable attorneys' fees, incurred by Assignor as a result of Assignee's
actions as tenant under the Lease from and after the date of this instrument.
IN WITNESS WHEREOF, the parties have executed this Assignment of Lease
this 16th day of June, 1994.
ASSIGNOR:
HMC RETIREMENT PROPERTIES, INC.
By:/s/ Xxxxxx X. Xxxxx
Name: Xxxxxx X. Xxxxx
Title: Vice President
Attest: /s/ Xxxx X. Xxxxxxx
Name: Xxxx X. Xxxxxxx
Title:Assistant Secretary
[SEAL]
ASSIGNEE:
HEALTH AND REHABILITATION PROPERTY
TRUST
By: /s/ Xxxxx X. Xxxxxxx
Name:Xxxxx X. Xxxxxxx
Title:Executive Vice President
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Signed, acknowledged and delivered in the presence of the following two
witnesses as to each signature of Assignee and Assignor:
/s/ Xxxxxxxx X. Xxxxx
Name: Xxxxxxxx X. Xxxxx
/s/ Xxxxxxxxx X. Xxxxx
Name: Xxxxxxxxx X. Xxxxx
This document prepared by/after recording return to:
Xxxxxxxx X. Xxxxx, Esq.
Xxxxxxxx & Worcester
Xxx Xxxx Xxxxxx Xxxxxx
Xxxxxx, XX 00000
Send property tax bills and correspondence to Assignee at:
000 Xxxxxx Xxxxxx
Xxxxxx, XX 00000
Attn: Xxxxx X. Xxxxxxx
STATE OF Massachusetts )
COUNTY OF Suffolk )
I, the undersigned Notary Public in and for the jurisdiction aforesaid,
do hereby certify that Xxxxxx X. Xxxxx and as Vice President and Xxxx X. Xxxxxxx
Assistant Secretary of HMC RETIREMENT PROPERTIES, INC., a Delaware corporation,
whose names are signed to the foregoing instrument, personally appeared before
me in my jurisdiction aforesaid and acknowledged the same on behalf of said
corporation.
GIVEN, under my hand and seal this 16th day of June, 1994.
/s/ Xxxxxx X. Xxxxxx
Notary Public
My Commission Expires: November 4, 0000
XXXXX XX Xxxxxxxxxxxxx )
COUNTY OF Suffolk )
I, the undersigned Notary Public in and for the jurisdiction aforesaid,
do hereby certify that Xxxxx X. Xxxxxxx as Executive Vice President of Health
and Rehabilitation Properties Trust, a Maryland real estate investment trust,
whose name is signed to the foregoing instrument, personally appeared before me
in my jurisdiction aforesaid and acknowledged the same on behalf of said trust.
GIVEN, under my hand and seal this 16th day of June, 1994.
/s/ Xxxxxx X. Xxxxxx
Notary Public
My Commission Expires: November 4, 1999
Omitted Exhibits
The following exhibit to the Assignment of Lease has been omitted:
Exhibit Letter Exhibit Title
A The Premises
The registrant agrees to furnish supplementally a copy of the foregoing
omitted exhibit to the Securities and Exchange Commission upon request.
