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Document Preview Assignment and Assumption of Lease |
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Title: |
Assignment and Assumption of Lease |
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Entities: |
Winn-Dixie Stores, Inc.; Transmitter Crossing, LLC; AEI Income & Growth Fund XXI LP; Winn-Dixie Montgomery, Inc.; AEI Net Lease Income & Growth Fund XIX Limited Partnership |
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Date: |
2003 |
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Size: |
Preview shows 10KB of 87KB total |
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Price: |
$42 |
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ID: |
#169382 |
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ASSIGNMENT AND ASSUMPTION OF LEASE
This Assignment and Assumption of Lease, dated as of
September 19, 2003, is made between Transmitter Crossing,
LLC, an Alabama Limited Liability Company ("Assignor") and
AEI Net Lease Income & Growth Fund XIX Limited Partnership,
as a tenant in common, as to a thirty seven percent (37%)
interest, AEI Income & Growth Fund XXI Limited Partnership,
as a tenant in common, as to a thirty seven percent (37%)
interest and AEI Income & Growth Fund 24, LLC, as a tenant
in common, as to a twenty six percent (26%) interest
(collectively, "Assignee").
WHEREAS, Assignor is the Landlord by assignment and
Winn-Dixie Montgomery, Inc. is the Tenant under that certain
Lease dated April 13, 1996, as same has been amended and
supplemented from time to time (collectively, the "Lease"),
with respect to certain premises demised thereby (the
"Premises");
WHEREAS, Assignee is purchasing the real property
containing the Premises from Assignor pursuant to a Real
Estate Purchase Agreement between Assignor and United Realty
Company, LLC, dated June 5, 2003 (the "Agreement"); and
WHEREAS, Assignor wishes to assign the Lease to
Assignee, and Assignee wishes to assume same.
NOW, THEREFORE, in consideration of the premises and
the mutual promises herein contained and contained in the
Agreement, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:
1. Assignment of Lease and Guaranty. Assignor
hereby assigns, transfers, conveys and delivers to Assignee
all of its right, title and interest in and to the Lease and
the Guaranty of May 10, 1996 by Winn-Dixie Stores, Inc.
2. The Lease. Assignor hereby agrees and
warrants as follows: (i) a true and correct originals of
the Lease and Guaranty have been delivered by Assignor to
Assignee; (ii) the Lease constitutes the sole agreement
between Assignor and the Tenant (defined below) with respect
to the premises therein described; (iii) the Lease and
Guaranty are unmodified and in full force and effect in
accordance with their terms; and (iv) Assignor has not
given, made or received, any notice of default or claim
under or with respect to the Lease.
3. Assumption of Lease by Assignee. Assignee
hereby accepts the foregoing assignment and assumes and
agrees to perform all obligations, covenants and provisions
accruing or arising or required from and after the date
hereof with respect to the Lease.
4. Indemnity from Assignor. Assignor shall
indemnify and hold harmless Assignee from all claims, causes
of action, costs, losses, damages and attorney's fees
arising out of or incurred in connection with the Lease, if
any, prior to the Effective Date of this Agreement.
5. Indemnity from Assignee. Assignee shall
indemnify and hold harmless Assignor from all claims, causes
of action, costs, losses, damages and attorney's fees
arising out of or incurred in connection with the Lease from
and after the Effective Date of this Agreement.
6. Counterparts. This document may be executed
in one or more counterparts, each of which shall be deemed
to be an original and all of which together shall constitute
one and the same agreement.
IN WITNESS WHEREOF, this Assignment and Assumption of
Lease has been executed by the parties, or by the duly
authorized officer of the parties, as of the date first
written above.
Transmitter Crossing, LLC,
Assignor
By: West Point Properties, Inc.
By: /s/ Robert E McDade Jr
Robert E. McDade, Jr as its
President
STATE OF MISSISSIPPI
COUNTY OF LEE
Personally appeared before me, the undersigned authority in
and for the said county and state, on this 19th day of
September, 2003, within my jurisdiction, the within named
Robert E. McDade, Jr., who acknowledged that he is President
of West Point Properties, Inc., the sole member of
Transmitter Crossing LLC, an Alabama limited liability
company, and that for and on behalf of the said limited
liability company, and as its act and deed, he executed the
above and foregoing instrument, after first having been duly
authorized by said limited liability company so to do.
/s/ L Kay Mason
Notary Public
My Commission Expires:
June 3, 2007
(SEAL)
AEI Net Lease Income & Growth
Fund XIX Limited Partnership,
Assignee
By: AEI Fund Management XIX, Inc.
By: /s/ Robert P Johnson
Robert P. Johnson, President
STATE OF MINNESOTA )
)SS.
COUNTY OF RAMSEY )
BEFORE ME, the undersigned Notary Public, duly
commissioned and qualified within and for the State and
County aforesaid,
Personally came and appeared, Robert P. Johnson, that
he is the President of AEI Fund Management XIX, Inc.,
corporate general partner of AEI Net Lease Income & Growth
Fund XIX Limited Partnership, and that as such officer and
on behalf of and in the name of such corporation, on
September 18, 2003, he signed and executed the above and
foregoing instrument, and said appearer acknowledged said
instrument to be the free act and deed of said corporation,
for the purposes and considerations therein expressed.
IN WITNESS WHEREOF, this instrument is executed in the
presence of the undersigned witnesses and me, a Notary
Public, on this 18 day of September, 2003.
/s/ Michael B Daugherty
Notary Public
(SEAL)
AEI Income & Growth Fund XXI
Limited Partnership, Assignee
By: AEI Fund Management XXI, Inc.
By: /s/ Robert P Johnson
Robert P. Johnson, President
STATE OF MINNESOTA )
)SS.
COUNTY OF RAMSEY )
BEFORE ME, the undersigned Notary Public, duly
commissioned and qualified within and for the State and
County aforesaid,
Personally came and appeared, Robert P. Johnson, that
he is the President of AEI Fund Management XXI, Inc.,
corporate general partner of AEI Income & Growth Fund XXI
Limited Partnership, and that as such officer and on behalf
of and in the name of such corporation, on September 18,
2003 he signed and executed the above and foregoing
instrument, and said appearer acknowledged said instrument
to be the free act and deed of said corporation, for the
purposes and considerations therein expressed.
IN WITNESS WHEREOF, this instrument is executed in the
presence of the undersigned witnesses and me, a Notary
Public, on this 18 day of September, 2003.
/s/ Michael B Daugherty
Notary Public
(SEAL)
AEI Income & Growth Fund 24
LLC, Assignee
By: AEI Fund Management XXI, Inc.
By: /s/ Robert P Johnson
Robert P. Johnson, President
Issuing Office File No.: 34632-T
PARCEL I:
A parcel of land located within Lots 24, 25 and 40 of The
St. Andrew's Bay Development Company's Plat of Section 24,
Township 3 South, Range 14 West, Bay County, Florida,
recorded in Plat Book 6, Page 16, more particularly
described as follows:
Commence at the Northeast corner of Lot 24 of the St.
Andrews Bay Development Company's Plat of Section 24,
Township 3 South, Range 14 West, Bay County, Florida; thence
run North 90 00 East, 247.51 feet; thence South 38 58 East,
334.41 feet to the Northwesterly right-of-way of U.S.
Highway No. 231; thence South 52 26 West along said Right of
Way, a distance of 630.46 feet; thence North 89 28 24 West,
88.73 feet to the Point of Beginning; thence South 28 45 40
East, 56.95 feet to the Northwesterly right-of-way of U.S.
Highway No. 231; thence South 52 26 West, 515.96 feet along
said right-of-way line ; thence North 30 20 25 West, 165.45
feet; thence North 86 31 17 West, 86.29 feet to the Easterly
right-of-way of Transmitter Road; thence North 3 32 45 East
289.68 feet along said right-of-way; thence South 86 35 29
East, 27.90 feet; thence North 3 32 45 East 289.68 feet
along said Transmitter Road right-of-way to the Southerly
right-of-way of 37th Plaza; thence South 88 24 35 East,
510.94 feet along said Southerly right-of-way to the
Northwest corner of the poperty described in Deed to
Richardson Cabinet Supply, Inc., recorded in O.R. Book 1430,
Page 894, Bay County Records; thence South 3 45 06 West,
295.84 feet and along the West line of said Richardson
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