ASSIGNMENT OF LEASE
This Assignment of Lease (hereinafter referred to as
the "Assignment") is made and entered into as of this 26 day
of August, 1999, by and between NOM Muscle Shoals, Ltd., an
Alabama limited partnership (hereinafter referred to as
"Assignor") and AEI Income & Growth Fund XXII Limited
Partnership, a Minnesota limited partnership (hereinafter
referred to as "Assignee"), who agree as follows:
1. ASSIGNMENT AND ASSUMPTION. For good and valuable
consideration, the receipt and sufficiency of which are
hereby acknowledged by the Assignee, Assignor does hereby
assign all of Assignor's right, title and interest as
"Landlord" in, to and under those leases described in
Exhibit "A", attached hereto and made a part hereof
(hereinafter collectively referred to as the "Lease"),
pertaining to the real property described therein
(hereinafter referred to as the "Premises"), together with
the security deposits referred to in the Lease, in the
amounts reflected in Exhibit "A", Assignee hereby accepts
the foregoing assignment and assumes and agrees to perform
all of the obligations of the "Landlord" under the Lease to
be performed on and following the date hereof.
2. WARRANTIES, REPRESENTATIONS AND COVENANTS.
Assignor hereby warrants and represents and covenants as
follows:
(a) There are no leases, (to the best of
Assignor's knowledge) subleases occupancy or tenancies in
effect pertaining to the Premises except for the Lease.
(b) Assignor has not entered into, and has no
knowledge of, any agreements with anyone other than Assignee
pertaining to the Lease.
(c) Assignor knows of no claims of default by and
Tenant under any of the Lease nor any basis upon which any
such claim of default could be made.
(d) Assignor has performed each, every and all of
its obligations under the Lease to and including the date
hereof.
(e) There are no commissions due and unpaid to
any real estate agent, broker or finder with respect to the
Lease. There are no commissions payable as to any renewals
or extensions of the Lease.
(f) Assignor has full power and authority to
assign the Lease, is not in default of its obligations
thereunder, and the Lease have not been previously assigned
or pledged except as follows: N/A.
(g) Tenant occupies the Premises and all
conditions precedent to such occupancy have been satisfied.
(h) There are no discounts, concessions or
abatements due to Tenant which have not been fully utilized
by Tenant as of the date hereof and Tenant pays full rent
under the Lease.
3. INDEMNIFICATION. Assignor hereby agrees to
indemnify, defend and hold Assignee harmless from and
against any loss, cost, damage, expense, injury, claim or
liability, including, without limitation, reasonable
attorneys' fees and other legal expenses, whether incurred
at or before the trial level or in any appellate, bankruptcy
or administrative preceding, incurred by Assignee with
respect to Assignor's obligations under the Lease arising or
existing prior to the date of this Assignment. Assignee
hereby agrees to indemnify, defend and hold Assignor
harmless from and against any loss, cost, damage, expense,
injury, claim or liability, including, without limitation,
reasonable attorneys' fees and other legal expenses, whether
incurred at or before the trial level or in any appellate,
bankruptcy or administrative proceeding, incurred by
Assignor with respect to Assignee's obligations under the
Lease arising or existing on or after the date of this
Agreement.
4. ATTORNEYS' FEES. In the event of any litigation
between the parties arising under this Agreement, the
prevailing party in such litigation shall be entitled to
recover from the non-prevailing party its reasonable
attorneys' fees and other legal expense.
5. SUCCESSORS AND ASSIGNS. This assignment shall
bind and benefit the parties hereto and their respective
successors and assigns.
6. APPOINTMENT. Assignor hereby appoints Assignee to
be Assignor's true and lawful attorney, irrevocable, for
Assignor and in Assignor's name and stead:
(a) To demand, collect, receive and sue for any
rents or monies, due or to become due under the Lease;
(b) To do all acts and things necessary or proper
to accomplish any of the foregoing purposes; and
(c) To substitute one or more persons with like
powers.
7. Notice of this Assignment may be given by Assignee
to the Tenant under the Lease.
[SIGNATURES ON NEXT PAGE]
"ASSIGNOR"
NOM Muscle Shoals, Ltd., an
Alabama limited partnership
By:Corporate General,Inc., general
partner
/s/ Dawn M Curtis By: /s/ Mark McDonald
Print Name: Dawn M Curtis Name: Mark McDonald
Title:
/s/ Lora J Ledford
Print Name: Lora J Ledford
"ASSIGNEE"
AEI Income & Growth Fund XXII Limited
Partnership, a Minnesota limited
partnership
By:
Print Name : Name:
Title:
Print Name:
"ASSIGNOR"
NOM Muscle Shoals, Ltd., an
Alabama limited partnership
By:Corporate General, Inc.,general
partner
By:
Print Name: Name:
Title:
Print Name:
"ASSIGNEE"
AEI Income & Growth Fund XXII Limited
Partnership, a Minnesota limited
partnership
By: AEI Fund Management XXI, Inc.
/s/ Barbara J Kochevar By: /s/ Robert P Johnson
Print Name:Barbara J Kochevar Name: Robert P Johnson
Title: President
/s/ Michael B Daugherty
Print Name: Michael B Daugherty
EXHIBIT A
"LEASE"
Lease dated September 3rd, 1998 by and between NOM MUSCLE
SHOALS, LTD., an Alabama limited partnership, and HOLLYWOOD
ENTERTAINMENT CORPORATION, an Oregon Corporation, as amended
by First Amendment to Lease dated May 6th, 1999, and Second
Amendment to Lease dated July 22nd, 1999
"SECURITY DEPOSITS"
None