ASSIGNMENT OF CONTRACT OF PURCHASE AND SALE
EXHIBIT 10.2
THIS ASSIGNMENT OF CONTRACT OF PURCHASE AND SALE ("Assignment") is made as of the 14th day of November, 2014 by and between XXXXX INTERESTS LIMITED PARTNERSHIP, a Delaware limited partnership ("Assignor"), and HGREIT II 2819 XXXXX XX, a Delaware limited partnership ("Assignee").
WITNESSETH:
WHEREAS, Assignor entered into that certain Purchase and Sale Agreement by and between Assignor as Purchaser, and Canoga-Xxxxxx Xxxxx Industrial, LLC, a Delaware limited liability company, as Seller, dated November 12, 2014 (the "Agreement") respecting the sale of certain property described in Exhibit "A" attached hereto (the "Property"); and
WHEREAS Assignor desires to assign all rights and obligations of Assignor under the Agreement to Assignee, and Assignee desires to assume said rights and obligations;
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged:
1. Assignor hereby assigns, sells, transfers, sets over and delivers unto Assignee all of Assignor's estate, right, title, interest and obligations in and to or under the Agreement and Assignee hereby accepts such assignment. Notwithstanding anything to the contrary contained herein, Assignor shall remain liable jointly and severally with Assignee for all obligations and indemnifications made pursuant to the Agreement.
2. Assignee hereby assumes all obligations of Assignor and agrees to execute all documents and perform all obligations imposed upon Assignor under the Agreement as if Assignee were the original Purchaser under the Agreement.
3. This Assignment shall be binding upon and inure to the benefit of the successors, assignees, personal representatives, heirs and legacies of all the respective parties hereto.
4. This Assignment shall be governed by, interpreted under and construed and enforceable in accordance with, the laws of the State of California.
5. This Assignment may be executed in any number of counterparts, each of which shall be deemed an original, and all of which, together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, Assignor and Assignee have executed and delivered this Assignment as of the day and year first above written.
ASSIGNOR: XXXXX INTERESTS LIMITED PARTNERSHIP, a Delaware limited partnership By: /s/ Xxxx Twardowski Name: Xxxx Twardowski Its: Senior Managing Director | ASSIGNEE: HGREIT II 2819 XXXXX XX, a Delaware limited partnership By: HGREIT II 2819 Xxxxx XX LLC, a Delaware limited liability company its general partner By: /s/ Xxxxx Steinbach Name: Xxxxx Xxxxxxxxx Its: Manager |
EXHIBIT A
LEGAL DESCRIPTION
(Land)
Xxxx 00 xxx 00 xx Xxxxxxxx Xxxxx 00-00, in the City of Carlsbad, County of San Diego, State of
California, according to Map thereof No. 10372, filed in the Office of the County Recorder of
San Diego County, April 13, 1982 and as amended by Certificate of Compliance recorded
February 19, 1997 as Document No. 1997-0074335 of Official Records.
Assessor’s Parcel No: 000-000-00
