RECORDING REQUESTED BY:
WHEN RECORDED MAIL TO:
Andrews & Kurth L.L.P.
601 S. Figueroa Street,
Suite 4200
Los Angeles, California 90017
Attention: Gregg J. Loubier
Loan No. 1700020088
Property: Town & Country Shopping Center
Searcy, Arkansas
ASSIGNMENT OF LEASES AND RENTS
THIS ASSIGNMENT OF LEASES AND RENTS ("Assignment") is made as of
September 23, 1997, by CONCORD MILESTONE PLUS, L.P., a Delaware limited
partnership ("Assignor"), to WESTCO REAL ESTATE FINANCE CORP., a California
corporation ("Assignee").
Assignor, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, does hereby GRANT, SELL, CONVEY,
ASSIGN, TRANSFER, SET OVER AND DELIVER to Assignee the entire lessor's interest
in and to all current and future leases and other agreements affecting the use,
enjoyment, or occupancy of all or any part of the Mortgaged Property (as defined
in the Mortgage, which is defined below), which Mortgaged Property includes that
certain lot or piece of land, more particularly described in Exhibit A annexed
hereto and made a part hereof.
TOGETHER WITH all other leases and other agreements affecting the use,
enjoyment or occupancy of any part of the Mortgaged Property now or hereafter
made affecting the Mortgaged Property or any portion thereof, together with any
extensions or renewals of the same (all of the leases and other agreements
described above together with all other present and future leases and present
and future agreements and any extension or renewal of the same are hereinafter
collectively referred to as the "Leases");
TOGETHER WITH all rents, income, issues, revenues and profits arising
from the Leases and renewals thereof and together with all rents, income, issues
and profits from the use, enjoyment and occupancy of the Mortgaged Property
(including, but not limited to, minimum rents, additional rents, percentage
rents, deficiency rents, security deposits and liquidated damages following
default under any Leases, all proceeds payable under any policy of insurance
covering loss of rents resulting from untenantability caused by damage to any
part of the Mortgaged Property, all of Assignor's
rights to recover monetary amounts from any Lessee (as hereinafter defined) in
bankruptcy including, without limitation, rights of recovery for use and
occupancy and damage claims arising out of Lease defaults, including rejection
of a Lease, together with any sums of money that may now or at any time
hereafter be or become due and payable to Assignor by virtue of any and all
royalties, overriding royalties, bonuses, delay rentals and any other amount of
any kind or character arising under any and all present and all future oil, gas
and mining Leases covering the Mortgaged Property or any part thereof, and all
proceeds and other amounts paid or owing to Assignor under or pursuant to any
and all contracts and bonds relating to the construction, erection or renovation
of the Mortgaged Property) (all of the rights described above hereinafter
collectively referred to as the "Rents").
THIS ASSIGNMENT is made for the purposes of securing:
A. The payment of the Debt as defined in that certain Note made by
Assignor to Assignee, dated the date hereof, in the principal sum of $2,865,000
(the "Note"), and secured by the Mortgage (as defined in the Note) covering the
Mortgaged Property.
B. The performance and discharge of each and every obligation, covenant
and agreement of Assignor contained herein and in the other Loan Documents (as
defined in the Note).
C. The payment of the Debt as defined in the Arizona Note (as defined
in the Mortgage).
D. The performance and discharge of each and every obligation, covenant
and agreement of Assignor contained in the Loan Documents (as defined in the
Arizona Note).
E. The payment of the Debt as defined in the California Note (as
defined in the Mortgage).
F. The performance and discharge of each and every obligation, covenant
and agreement of Assignor contained in the Loan Documents (as defined in the
California Note).
Assignor warrants to Assignee that (a) Assignor is the sole owner of
the entire lessor's interest in the Leases; (b) the Leases are valid,
enforceable and in full force and effect and have not been altered, modified or
amended in any manner whatsoever except as disclosed to Assignee; (c) neither
the Leases nor the Rents reserved in the Leases have been assigned or otherwise
pledged or hypothecated; (d) none of the Rents have been collected for more than
one (1) month in advance; (e) Assignor has full power and authority to execute
and deliver this Assignment and the execution and delivery of this Assignment
has been duly authorized and does not conflict with or constitute a default
under any law, judicial order or other agreement affecting Assignor or the
Mortgaged Property; (f) the premises demised under the Leases have been
completed and Lessees under the Leases have accepted the same and have taken
possession of the same on a rent-paying basis except as explicitly identified on
the certified rent roll attached to the Closing Certificate dated concurrently
herewith executed by Assignor in favor of Assignee in connection with the Note;
and (g) there exist no offsets or defenses to the payment of any portion of the
Rents.
Assignor covenants with Assignee that Assignor (a) shall observe and
perform all the obligations imposed upon the lessor under the Leases and shall
not do or permit to be done anything to impair the value of the Leases as
security for the Debt; (b) shall promptly send to Assignee copies of all notices
of default which Assignor shall receive under the Leases; (c) shall not collect
any Rents more than one (1) month in advance; (d) shall not execute any other
assignment of lessor's interest in the Leases or the Rents; (e) shall execute
and deliver at the request of Assignee all such further assurances,
confirmations and assignments in connection with the Mortgaged Property as
Assignee shall from time to time require; (f) shall not enter into any new lease
of the Mortgaged Property without the prior written consent of Assignee (unless
such new Lease satisfies the Approval Conditions described below), and in any
event, any new Lease shall be on a form of lease approved by Assignee; (g) shall
deliver to Assignee, upon request, subject to tenant lease requirements, tenant
estoppel certificates from each commercial Lessee at the Mortgaged Property in
form and substance reasonably satisfactory to Assignee (provided, however, that
Assignor shall not be required to deliver such certificates more frequently than
two [2] times in any calendar year); and (h) shall deliver to Assignee, at
Assignee's request, executed copies of all Leases now existing or hereafter
arising.
Assignor further covenants with Assignee that, except to the extent
that Assignor is acting in the ordinary course of business as a prudent operator
of property similar to the Mortgaged Property, Assignor (a) shall promptly send
to Assignee copies of all notices of default which Assignor shall send to
Lessees under the Leases; (b) shall enforce all of the terms, covenants and
conditions contained in the Leases upon the part of the Lessees thereunder to be
observed or performed, short of termination thereof; (c) shall not alter, modify
or change the terms of the Leases without the prior written consent of Assignee,
or cancel or terminate the Leases or accept a surrender thereof or take any
other action which would effect a merger of the estates and rights of, or a
termination or diminution of the obligations of, Lessees thereunder; provided
however, that any Lease may be canceled if at the time of cancellation thereof a
new Lease is entered into on substantially the same terms or more favorable
terms as the canceled Lease; (d) shall not alter, modify or change the terms of
any guaranty of any of the Leases or cancel or terminate any such guaranty
without the prior written consent of Assignee; (e) shall not consent to any
assignment of or subletting under the Leases not in accordance with their terms,
without the prior written consent of Assignee; and (f) shall not waive, release,
reduce, discount or otherwise discharge or compromise the payment of any of the
Rents to accrue under the Leases.
Assignor further covenants with Assignee that (a) all Leases shall be
written on the standard form of lease which has been approved by Assignee; (b)
upon request, Assignor shall furnish Assignee with executed copies of all
Leases; (c) no material changes may be made to the Assignee-approved standard
lease without the prior written consent of Assignee; (d) all renewals of Leases
and all proposed Leases shall provide for rental rates comparable to existing
local market rates and shall be arm's-length transactions; (e) all Leases shall
provide that (i) they are subordinate to the Mortgage and any other indebtedness
now or hereafter secured by the Mortgaged Property, (ii) Lessees agree to attorn
to Assignee (such attornment to be effective upon Assignee's acquisition of
title to the Mortgaged Property), (iii) Lessees agree to execute such further
evidences of attornment as Assignee may from time to time request, (iv) the
attornment of Lessees shall not be terminated by foreclosure, (v) Assignee may,
at Assignee's option, accept or reject such attornment, and (vi) Lessees agree
to furnish, two times in any calendar year, as Assignee may request, a
certificate signed by Lessee confirming and containing such factual
certifications and representations deemed reasonably appropriate by Assignee;
and (f) all new Leases shall be subject to the prior approval of Assignee.
Notwithstanding anything to the contrary contained herein, and provided
that no Event of Default (as defined in the Mortgage) shall exist and be
continuing, the following terms and provisions shall apply (the "Approval
Conditions"):
(a) Assignee's consent shall not be required for modifications
of Leases if (i) the Lease to be modified does not involve more than
5,000 rentable square feet of the Mortgaged Property, (ii) such
modifications (together with all prior modifications of such Lease made
without Assignee's consent) do not materially decrease the obligations
of Lessee nor materially increase the obligations of the lessor, (iii)
such modification (together with all prior modifications of Leases made
without Assignee's consent) will not adversely affect the Mortgaged
Property, Assignee, or Assignor's ability to fulfill its obligations
under the Loan Documents (other than to a de minimis extent), and (iv)
the Lease as so modified meets all criteria that would be required with
respect to new Leases as set forth in subpart (c) below.
(b) Assignee's consent shall not be required for termination
of a Lease if (i) Lessee under such Lease is in default beyond all
applicable notice and grace periods, (ii) the Lease to be terminated
does not involve more than 5,000 rentable square feet of the Mortgaged
Property, and (iii) such termination will not adversely affect the
Mortgaged Property, Assignee, or Assignor's ability to fulfill its
obligations under the Loan Documents (other than to a de minimis
extent).
(c) Assignee's consent shall not be required for execution of
a new Lease of space at the Mortgaged Property if (i) such Lease does
not involve more than 5,000 rentable square feet of the Mortgaged
Property, (ii) such Lease will not adversely affect the Mortgaged
Property, Assignee, or Assignor's ability to fulfill its obligations
under the Loan Documents, (iii) such Lease is on the standard form of
lease approved by Assignee, (iv) such Lease is the result of an
arms-length transaction and provides for rental rates comparable to
existing market rates, (v) such Lease does not contain any terms which
would materially affect Assignee's rights under this Assignment or the
other Loan Documents, and (vi) the term of such Lease (including any
renewal or extension term) shall be no less than six (6) months and no
more than one (1) year.
THIS ASSIGNMENT is made on the following terms, covenants and
conditions:
1. Present Assignment. Assignor does hereby absolutely and
unconditionally assign to Assignee Assignor's right, title and interest in all
current and future Leases and Rents, it being intended by Assignor that this
assignment constitute a present, absolute assignment and not an assignment for
additional security only. Such assignment to Assignee shall not be construed to
bind Assignee to the performance of any of the covenants, conditions, or
provisions contained in any of the Leases or otherwise to impose any obligation
upon Assignee. Assignor agrees to execute and
deliver to Assignee such additional instruments, in form and substance
satisfactory to Assignee, as may hereinafter be requested by Assignee to further
evidence and confirm said assignment. Assignee is hereby granted and assigned by
Assignor the right to enter the Mortgaged Property for the purpose of enforcing
its interest in the Leases and the Rents, this Assignment constituting a
present, absolute and unconditional assignment of the Leases and Rents.
Nevertheless, subject to the terms of this paragraph, Assignee grants to
Assignor a revocable license to operate and manage the Mortgaged Property and to
collect the Rents. Assignor shall hold the Rents, or a portion thereof
sufficient to discharge all current sums due on the Debt for use in the payment
of such sums. Upon an Event of Default, the license granted to Assignor herein
shall automatically be revoked and Assignee shall immediately be entitled to
receive and apply all Rents, whether or not Assignee enters upon and takes
control of the Mortgaged Property. Assignor hereby grants and assigns to
Assignee the right, at its option, upon the revocation of the license granted
herein to enter upon the Mortgaged Property in person, by agent or by
court-appointed receiver to collect the Rents. Any Rents collected after the
revocation of the license herein granted may be applied toward payment of the
Debt in such priority and proportion as Assignee, in its discretion, shall deem
proper.
2. Remedies of Assignee. Upon or at any time after an Event of Default,
Assignee may, at its option, without waiving such Event of Default, without
notice and without regard to the adequacy of the security for the Debt, either
in person or by agent, with or without bringing any action or proceeding, or by
a receiver appointed by a court, take possession of the Mortgaged Property and
have, hold, manage, lease and operate the Mortgaged Property on such terms and
for such period of time as Assignee may deem proper and either with or without
taking possession of the Mortgaged Property in its own name, demand, sue for or
otherwise collect and receive all Rents, including those past due and unpaid
with full power to make from time to time all alterations, renovations, repairs
or replacements thereto or thereof as may seem proper to Assignee and may apply
the Rents to the payment of the following in such order and proportion as
Assignee in its sole discretion may determine, any law, custom or use to the
contrary notwithstanding: (a) all expenses of managing and securing the
Mortgaged Property, including, without being limited thereto, the salaries, fees
and wages of a managing agent and such other employees or agents as Assignee may
deem necessary or desirable and all expenses of operating and maintaining the
Mortgaged Property, including, without being limited thereto, all taxes,
charges, claims, assessments, water charges, sewer rents and any other liens,
and premiums for all insurance which Assignee may deem necessary or desirable,
and the cost of all alterations, renovations, repairs or replacements, and all
expenses incident to taking and retaining possession of the Mortgaged Property;
and (b) the Debt, (including all costs and attorneys' fees). In addition to the
rights which Assignee may have herein, upon the occurrence of an Event of
Default Assignee, at its option, may require Assignor to vacate and surrender
possession of the Mortgaged Property to Assignee or to such receiver and, in
default thereof, Assignor may be evicted by summary proceedings or otherwise.
Additionally, upon such Event of Default, Assignee shall have the right to
establish a lock box for the deposit of all Rents and other receivables of
Assignor relating to the Mortgaged Property. Assignor shall pay any and all
costs and expenses for such lock box. For purposes of Paragraphs 1 and 2,
Assignor grants to Assignee its irrevocable power of attorney, coupled with an
interest, to take any and all of the aforementioned actions and any or all other
actions designated by Assignee for the proper management and preservation of the
Mortgaged Property. The exercise by Assignee of the option granted it in this
paragraph and the collection of the Rents and the application thereof as herein
provided shall not be considered a waiver of any Event of Default under any of
the Loan Documents.
3. No Liability of Assignee. Assignee shall not be liable for any loss
sustained by Assignor resulting from Assignee's failure to let the Mortgaged
Property after an Event of Default or from any other act or omission of Assignee
in managing the Mortgaged Property after an Event of Default unless such loss is
caused by the willful misconduct and bad faith of Assignee. Assignee shall not
be obligated to perform or discharge any obligation, duty or liability under the
Leases or under or by reason of this Assignment and Assignor shall, and hereby
agrees, to indemnify Assignee for, and to hold Assignee harmless from, any and
all liability, loss or damage which may or might be incurred under the Leases or
under or by reason of this Assignment and from any and all claims and demands
whatsoever, including the defense of any such claims or demands which may be
asserted against Assignee by reason of any alleged obligations and undertakings
on its part to perform or discharge any of the terms, covenants or agreements
contained in the Leases. Should Assignee incur any such liability, the amount
thereof, including costs, expenses and reasonable attorneys' fees, shall be
secured hereby and by the Loan Documents and Assignor shall reimburse Assignee
therefor immediately upon demand and upon Assignor's failure to do so, Assignee
may, at its option, exercise any and all remedies available to Assignee
hereunder and under the other Loan Documents. This Assignment shall not operate
to place any obligation or liability for the control, care, management or repair
of the Mortgaged Property upon Assignee, nor for the carrying out of any of the
terms and conditions of the Leases; nor shall it operate to make Assignee
responsible or liable for any waste committed on the Mortgaged Property,
including without limitation the presence of any Hazardous Substances, (as
defined in the Environmental Agreement, which is defined in the Note), or for
any negligence in the management, upkeep, repair or control of the Mortgaged
Property resulting in loss or injury or death to any Lessee, licensee, employee
or stranger.
4. Notice to Lessees. Assignor hereby authorizes and directs Lessees
named in the Leases or any other or future Lessees or occupants of the Mortgaged
Property (the "Lessee[s]") upon receipt from Assignee of written notice to the
effect that Assignee is then the holder of the Note and that an Event of Default
exists thereunder or under the other Loan Documents to pay over to Assignee all
Rents and to continue so to do until otherwise notified by Assignee, without
further notice or consent of Assignor and regardless of whether Assignee has
taken possession of the Mortgaged Property, and Lessees may rely upon any
written statement delivered by Assignee to Lessees without any obligation or
right to inquire as to whether such default actually exists and notwithstanding
any notice from or claim of Assignor to the contrary. Assignor further agrees
that it shall have no right to claim against any of Lessees for any such Rents
so paid by Lessees to Assignee and that Assignee shall be entitled to collect,
receive and retain all Rents regardless of when and to whom such Rents are and
have been paid and regardless of the form or location of such Rents. Any such
payment to Assignee shall constitute payment to Assignor under the Leases, and
Assignor appoints Assignee as Assignor's lawful attorney-in-fact for giving, and
Assignee is hereby empowered to give, acquitances to any Lessee for such payment
to Assignee after an Event of Default. Any Rents held or received by Assignor
after a written request from Assignee to Lessees for the payment of Rents shall
be held or received by Assignor as trustee for the benefit of Assignee only.
5. Rental Offsets. If Assignor becomes aware that any Lessee proposes to do,
or is
doing, any act or thing which may give rise to any right of set-off against
Rent, Assignor shall, to the extent Assignee is permitted to do so under the
applicable lease or applicable law, (i) take such steps as shall be reasonably
calculated to prevent the accrual of any right to a set-off against Rent, (ii)
notify Assignee thereof and of the amount of said set-offs, and (iii) within ten
(10) days after such accrual for a valid set-off, reimburse Lessee who shall
have acquired such right to set-off or take such other steps as shall
effectively discharge such set-off and as shall effectively assure that Rents
thereafter due shall continue to be payable without set-off or deduction.
6. Security Deposits. Following the occurrence and during the
continuance of any Event of Default, Assignor shall, upon Assignee's request, if
permitted by applicable legal requirements, turn over to Assignee the security
deposits (and any interest theretofore earned thereon) with respect to all or
any portion of the Mortgaged Property, to be held by Assignee subject to the
terms of the Leases.
7. Relocations. In no event shall Assignor exercise any right to
relocate any Lessee pursuant to any right set forth in a Lease without the prior
written consent of Assignee, except for relocations in connection with the
making or renewal of Leases with respect to which Assignee's consent is not
required under the Approval Conditions above.
8. Other Security. Assignee may take or release other security for the
payment of the Debt, may release any party primarily or secondarily liable
therefor and may apply any other security held by it to the reduction or
satisfaction of the Debt without prejudice to any of its rights under this
Assignment.
9. Other Remedies. Nothing contained in this Assignment and no act done
or omitted by Assignee pursuant to the power and rights granted to Assignee
hereunder shall be deemed to be a waiver by Assignee of its rights and remedies
under the other Loan Documents and this Assignment is made and accepted without
prejudice to any of the rights and remedies possessed by Assignee under the
terms thereof. The right of Assignee to collect the Debt and to enforce any
other security therefor held by it may be exercised by Assignee either prior to,
simultaneously with, or subsequent to any action taken by it hereunder.
10. No Mortgagee in Possession. Nothing herein contained shall be
construed as constituting Assignee a "mortgagee in possession" in the absence of
the taking of actual possession of the Mortgaged Property by Assignee. In the
exercise of the powers herein granted Assignee, no liability shall be asserted
or enforced against Assignee, all such liability being expressly waived and
released by Assignor.
11. No Oral Change. This Assignment may not be modified, amended,
waived, extended, changed, discharged or terminated orally, or by any act or
failure to act on the part of Assignor or Assignee, but only by an agreement in
writing signed by the party against whom the enforcement of any modification,
amendment, waiver, extension, change, discharge or termination is sought.
12. Certain Definitions. Unless the context clearly indicates a
contrary intent or unless otherwise specifically provided herein, words used in
this Assignment may be used interchangeable
in singular or plural form and the word "Assignor" shall mean "each Assignor and
any subsequent owner or owners of the Mortgaged Property or any part thereof or
any interest therein," the word "Assignee" shall mean "Assignee and any
subsequent holder of the Note," the word "person" shall include an individual,
corporation, partnership, trust, unincorporated association, government,
governmental authority, and any other entity, the words "Mortgaged Property"
shall include any portion of the Mortgaged Property and any interest therein;
whenever the context may require, any pronouns used herein shall include the
corresponding masculine, feminine or neuter forms, and the singular form of
nouns and pronouns shall include the plural and vice versa.
13. Non-Waiver. The failure of Assignee to insist upon strict
performance of any term hereof shall not be deemed to be a waiver of any term of
this Assignment. Assignor shall not be relieved of Assignor's obligations
hereunder by reason of (a) failure of Assignee to comply with any request of
Assignor or any other party to take any action to enforce any of the provisions
hereof or of the other Loan Documents, (b) the release regardless of
consideration, of the whole or any part of the Mortgaged Property, or (c) any
agreement or stipulation by Assignee extending the time of payment or otherwise
modifying or supplementing the terms of this Assignment or the other Loan
Documents. Assignee may resort for the payment of the Debt to any other security
held by Assignee in such order and manner as Assignee, in its discretion, may
elect. Assignee may take any action to recover the Debt, or any portion thereof
or to enforce any covenant hereof without prejudice to the right of Assignee
thereafter to enforce its rights under this Assignment. The rights of Assignee
under this Assignment shall be separate, distinct and cumulative and none shall
be given effect to the exclusion of the others. No act of Assignee shall be
construed as an election to proceed under any one provision herein to the
exclusion of any other provision.
14. Inapplicable Provisions. If any term, covenant or condition of this
Assignment is held to be invalid, illegal or unenforceable in any respect, this
Assignment shall be construed without such provision.
15. Counterparts. This Assignment may be executed in any number of
counterparts each of which shall be deemed to be an original but all of which
when taken together shall constitute one agreement.
16. GOVERNING LAW; JURISDICTION. THIS MORTGAGE SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA, PROVIDED THAT
TO THE EXTENT THAT ANY OF SUCH LAWS MAY NOW OR HEREAFTER BE PREEMPTED BY FEDERAL
LAW, IN WHICH CASE SUCH FEDERAL LAW SHALL SO GOVERN AND BE CONTROLLING; AND
PROVIDED FURTHER THAT THE LAWS OF THE STATE IN WHICH THE MORTGAGED PROPERTY IS
LOCATED SHALL GOVERN AS TO THE CREATION, PRIORITY AND ENFORCEMENT OF LIENS AND
SECURITY INTERESTS IN PROPERTY LOCATED IN SUCH STATE.
ASSIGNOR, TO THE FULL EXTENT PERMITTED BY LAW, HEREBY
KNOWINGLY, INTENTIONALLY AND VOLUNTARILY, WITH AND UPON THE
ADVICE OF COMPETENT COUNSEL, SUBMITS TO PERSONAL JURISDICTION IN THE STATE OF
CALIFORNIA OVER ANY SUIT, ACTION OR PROCEEDING BY ANY PERSON ARISING FROM OR
RELATING TO THE NOTE, THE MORTGAGE OR ANY OTHER OF THE LOAN DOCUMENTS, AGREES
THAT ANY SUCH ACTION, SUIT OR PROCEEDING MAY BE BROUGHT IN ANY STATE OR FEDERAL
COURT OF COMPETENT JURISDICTION SITTING IN ORANGE COUNTY, CALIFORNIA, SUBMITS TO
THE JURISDICTION OF SUCH COURTS, AND TO THE FULLEST EXTENT PERMITTED BY LAW,
AGREES THAT IT WILL NOT BRING ANY ACTION, SUIT OR PROCEEDING IN ANY OTHER FORUM
(BUT NOTHING HEREIN SHALL AFFECT THE RIGHT OF ASSIGNEE TO BRING ANY ACTION, SUIT
OR PROCEEDING IN ANY OTHER FORUM). ASSIGNOR FURTHER CONSENTS AND AGREES TO
SERVICE OF ANY SUMMONS, COMPLAINT OR OTHER LEGAL PROCESS IN ANY SUCH SUIT,
ACTION OR PROCEEDING BY REGISTERED OR CERTIFIED U.S. MAIL, POSTAGE PREPAID, TO
ASSIGNOR AT THE ADDRESS FOR NOTICES SET FORTH ON PAGE 1 OF THE MORTGAGE, AND
CONSENTS AND AGREES THAT SUCH SERVICE SHALL CONSTITUTE IN EVERY RESPECT VALID
AND EFFECTIVE SERVICE (BUT NOTHING HEREIN SHALL AFFECT THE VALIDITY OR
EFFECTIVENESS OF PROCESS SERVED IN ANY OTHER MANNER PERMITTED BY LAW).
17. Successors and Assigns. Assignor may not assign its rights under
this Assignment. Assignor hereby acknowledges and agrees that Assignee may
assign this Assignment without Assignor's consent. Subject to the foregoing,
this Assignment shall be binding upon, and shall inure to the benefit of,
Assignor and the Assignee and their respective successors and assigns.
18. Termination of Assignment. Upon payment in full of the Debt and the
delivery and recording of a satisfaction, release or discharge of Mortgage duly
executed by Assignee, this Assignment shall become and be void and of no effect.
THIS ASSIGNMENT shall inure to the benefit of Assignee and any
subsequent holder of the Note and shall be binding upon Assignor, and Assignor's
heirs, executors, administrators, successors and assigns and any subsequent
owner of the Mortgaged Property.
(Signature page follows)
Assignor has executed this instrument as of the day and year first
above written.
ASSIGNOR:
CONCORD MILESTONE PLUS, L.P.,
a Delaware limited partnership
By: CM PLUS CORPORATION,
a Delaware corporation,
Its General Partner
By:
Name:
Title:
STATE OF ________________ ss.
ss. ss.
COUNTY OF ______________ ss.
On ___________________, before me, _____________________________, a
Notary Public for said state, personally appeared
________________________________, personally known to me (or proved to me on the
basis of satisfactory evidence) to be the person whose name is subscribed to the
within instrument and acknowledged to me that he/she executed the same in
his/her authorized capacity, and that by his/her signature on the instrument the
person or the entity upon behalf of which the person acted, executed the
instrument.
WITNESS my hand and official seal.
-------------------------------------
Notary Public
(SEAL)