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Agenda - City of Santa Monica

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EXHIBIT “I”<br />

ASSIGNMENT AND ASSUMPTION AGREEMENT<br />

Recording Requested By and<br />

When Recorded Mail To:<br />

Armbruster Goldsmith & Delvac LLP<br />

11611 San Vicente Blvd., Suite 900<br />

Los Angeles, CA 90049<br />

Attn:<br />

________________________________________________________________________<br />

ASSIGNMENT AND ASSUMPTION AGREEMENT<br />

This ASSIGNMENT AND ASSUMPTION AGREEMENT (“Agreement”) is<br />

made and entered into by and between ___________________________, a California<br />

limited liability company (“Assignor”), and ________________________, a<br />

__________________ (“Assignee”).<br />

R E C I T A L S<br />

A. The <strong>City</strong> <strong>of</strong> <strong>Santa</strong> <strong>Monica</strong> (“<strong>City</strong>”) and Assignor entered into that certain<br />

Development Agreement dated _______________, 2013 (the “Development<br />

Agreement”), with respect to the real property located in the <strong>City</strong> <strong>of</strong> <strong>Santa</strong> <strong>Monica</strong>, State<br />

<strong>of</strong> California more particularly described in Exhibit “A” attached hereto (the “Project<br />

Site”).<br />

B. Assignor has obtained from the <strong>City</strong> certain development approvals and<br />

permits with respect to the development <strong>of</strong> the Project Site, including without limitation,<br />

approval <strong>of</strong> the Development Agreement and a vesting parcel map for the Project Site<br />

(collectively, the “Project Approvals”).<br />

C. Assignor intends to sell, and Assignee intends to purchase, the Project<br />

Site.<br />

D. In connection with such purchase and sale, Assignor desires to transfer all<br />

<strong>of</strong> the Assignor’s right, title, and interest in and to the Development Agreement and the<br />

Project Approvals with respect to the Project Site. Assignee desires to accept such<br />

assignment from Assignor and assume the obligations <strong>of</strong> Assignor under the<br />

Development Agreement and the Project Approvals with respect to the Project Site.<br />

THEREFORE, the parties agree as follows:<br />

1. Assignment. Assignor hereby assigns and transfers to Assignee all <strong>of</strong><br />

Assignor’s right, title, and interest in and to the Development Agreement and the Project<br />

119<br />

F:\RECORDSANDELECTIONSHARE\MEETINGS\WWW\2013\20130514\WORD DOCUMENTS\2013051407-A-2.DOC

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