ASSIGNMENT OF SALE, PURCHASE AND ESCROW AGREEMENT
This Assignment Sale, Purchase and Escrow Agreement (this "ASSIGNMENT")
is executed to be effective as of the 7th day of June, 2005, by HARVARD PROPERTY
TRUST, LLC, a Delaware limited liability company ("ASSIGNOR"), and BEHRINGER
HARVARD Short-Term Opportunity Fund I LP, a Texas limited partnership
("ASSIGNEE").
W I T N E S S E T H:
A. Assignor, as "Purchaser", has entered into that certain Sale,
Purchase and Escrow Agreement dated as of June 6, 2005 (as same may have been
amended, the "CONTRACT") with Tower Fund Landmark Limited Partnership, a Texas
limited partnership ("TFLLP"), and Metropolitan Life Insurance Company, a New
York corporation, on behalf of a commingled separate account ("MLICSA"), as
"Seller", covering certain property commonly known as Landmark Center I located
at 00000 Xxxxxx Xxxxx Xxxxxxx, Xxxxxx, Xxxxx (owned by TFLLP) and Landmark
Center II located at 00000 Xxxxxx Xxxxx Xxxxxxx, Xxxxxx, Xxxxx (owned by
MLICSA), and being more particularly described in the Contract.
B. Assignor desires to assign to Assignee all of its right, title and
interest as Purchaser in and to the Contract, and Assignee desires to acquire
from Assignor all of Assignor's right, title and interest as Purchaser in and to
the Contract and to assume all of the duties and obligations of Purchaser under
the Contract.
NOW, THEREFORE, for and in consideration of the sum of Ten Dollars
($10.00) and other good and valuable consideration in hand paid by Assignee to
Assignor, the receipt and sufficiency of which are hereby acknowledged and
confessed, Assignor does hereby ASSIGN AND TRANSFER unto Assignee all of the
right, title and interest of Assignor as Purchaser in and to the Contract.
Assignee, by its acceptance and execution hereof, hereby assumes and agrees to
perform all obligations of Purchaser pursuant to the Contract.
EXECUTED to be effective as of the date first written above.
ASSIGNOR:
HARVARD PROPERTY TRUST, LLC,
a Delaware limited liability company
By:_____________________________________________
Name: Xxxxxx X. Xxxxxxx, III
Title: Executive Vice President
Assignment of Purchase Agreement.doc - Page 1
ASSIGNEE:
BEHRINGER HARVARD SHORT-TERM
OPPORTUNITY FUND I LP
By: Behringer Harvard Advisors II LP
Its: General Partner
By: Harvard Property Trust, LLC
Its: General Partner
By:___________________________________
Name: Xxxxxx X. Xxxxxxx, III
Title: Secretary
Assignment of Purchase Agreement.doc - Page 2
