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Assignment And Assumption Agreement

Assignment and Assumption Agreement

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 This Assignment and Assumption Agreement involves

REAL ESTATE CONTACTS, INC. | Dove Foundation | Real Estate Contacts, Inc | Red Cliffs Investments, Inc | Typenex Co-Investment, LLC

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Title: ASSIGNMENT AND ASSUMPTION AGREEMENT
Governing Law: Illinois     Date: 4/28/2016
Industry: Real Estate Operations     Sector: Services

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ASSIGNMENT AND ASSUMPTION AGREEMENT

 

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “ Agreement ”), effective as of April 21, 2016, is entered into by and between Typenex Co-Investment, LLC, a Utah limited liability company (formerly Typenex Co-Investment, LLC, an Illinois limited liability company) (“ Assignor ”), and The Dove Foundation, a charitable trust organized under the laws of the State of Illinois (“ Assignee ”).

 

A.

Assignor and Assignee are parties to that certain Note Purchase Agreement of even date herewith (the “ Purchase Agreement ”), whereby Assignee acquired all of Assignor’s right, title and interest in and to the Note (as defined in the Purchase Agreement).

 

B.

Assignor is also a party to the Purchase Documents (as defined in the Purchase Agreement), which set forth certain additional rights and obligations of Assignor and Real Estate Contacts, Inc., a Florida corporation (the “ Company ”), pertaining to Assignor’s ownership of the Note.

 

C.

Pursuant to the Purchase Agreement, Assignor now desires to assign all of its rights under the Note and all of its rights and obligations under the Purchase Documents to Assignee, and Assignee desires to accept all such rights and assume all of the obligations of Assignor under the Note and the other Purchase Documents (the “ Assignment ”), and the Company desires to consent to the Assignment by executing below.

 

NOW THEREFORE, in consideration of the foregoing recitals, the covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee agree as follows:

 

1.

Assignment . Assignor hereby assigns, transfers, and conveys to Assignee all of Assignor’s right, title and interest in, to and arising under the Note and the other Purchase Documents.

 

2.

Assumption . Assignee hereby agrees to perform and keep all promises, covenants, and conditions and to satisfy all obligations to be made, kept, performed, and satisfied by Assignor with respect to Assignor’s obligations under the Purchase Documents, in the same manner as if Assignee had originally executed the Purchase Documents with respect to the Note.

 

3.

Interpretation . The parties intend that this


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