ASSIGNMENT OF AGREEMENT FOR PURCHASE AND SALE

Exhibit 10.3

ASSIGNMENT OF AGREEMENT FOR PURCHASE AND SALE

THIS ASSIGNMENT OF AGREEMENT FOR PURCHASE AND SALE (this “Assignment”) is made and entered into as of the 10th day of September, 2012, by and between X’XXXXXXX ACQUISITIONS, LLC, a California limited liability company (“ODA”) and OD FLOWERS TAMPA, LLC, a Delaware limited liability company (“ODFT”), with respect to the following:

R E C I T A L S

A. ODA and Flowbake Tampa East, LLC, a Florida limited liability company (“Seller”) entered into that certain Agreement of Purchase and Sale and Joint Escrow Instructions dated September     , 2012 (the “Purchase Agreement”), pursuant to which, among other things, Seller agreed to convey to Buyer the Property, which real property consists of that certain land and improvements located at land and improvements located at 0000 Xxxxx Xxxx Xxxxxxxxx, Xxxxx, Xxxxxxx. Capitalized terms which are not expressly defined in this Assignment shall have the meaning given to them in the Purchase Agreement.

X. XXX intends to convey all of its right, title and interest under the Purchase Agreement to ODFT, and ODFT desires to accept such assignment and assume all duties and obligations of ODA thereunder.

NOW, THEREFORE, the parties hereto hereby agree as follows:

1. Assignment. ODA hereby assigns all of its right, title and interest under the Purchase Agreement to ODFT. ODFT accepts such assignment and assumes all obligations and liabilities of ODA as the “Buyer” under the Purchase Agreement.

2. Indemnity. ODFT hereby agrees to indemnify, defend, and hold harmless ODA from and against any and all liability, cost, or expense which ODA may incur arising out of any default by ODFT in the performance of its obligations under the Purchase Agreement.

[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

[SIGNATURE PAGE TO FOLLOW]

IN WITNESS WHEREOF, the parties hereto have executed this Assignment as of the date and year first above written.

“ODA”		X’XXXXXXX ACQUISITIONS, LLC, a California limited liability company
		By:		/s/ Xxxxxxx X. X’Xxxxxxx
				Xxxxxxx X. X’Xxxxxxx, as Trustee of the DOD Trust dated August 29, 2002, its sole member
“ODFT”		OD FLOWERS TAMPA, LLC, a Delaware limited liability company
		By:		X’Xxxxxxx Strategic Industrial REIT Operating Partnership, LP, a Delaware limited partnership, its sole Member and Manager
				By:		X’Xxxxxxx Strategic Industrial REIT, Inc., a Delaware corporation, its sole General Partner
						By:		/s/ Xxxxxxx X. X’Xxxxxxx
								Xxxxxxx X. X’Xxxxxxx, its CEO and President

-2-