Attached files

file filename
10-Q - FORM 10-Q - SIGNATURE OFFICE REIT INCd10q.htm
EX-10.9 - FLOATING RATE PROMISSORY NOTE - SIGNATURE OFFICE REIT INCdex109.htm
EX-10.1 - AMENDED AND RESTATED ADVISORY AGREEMENT - SIGNATURE OFFICE REIT INCdex101.htm
EX-10.8 - LOAN AGREEMENT - SIGNATURE OFFICE REIT INCdex108.htm
EX-32.1 - SECTION 906 PEO & CFO CERTIFICATIONS - SIGNATURE OFFICE REIT INCdex321.htm
EX-31.1 - SECTION 302 PEO CERTIFICATION - SIGNATURE OFFICE REIT INCdex311.htm
EX-10.7 - GUARANTY BY WELLS CORE OFFICE INCOME REIT - SIGNATURE OFFICE REIT INCdex107.htm
EX-10.6 - REVOLVING NOTE - SIGNATURE OFFICE REIT INCdex106.htm
EX-10.3 - AGREEMENT OF PURCHASE AND SALE - SIGNATURE OFFICE REIT INCdex103.htm
EX-31.2 - SECTION 302 CFO CERTIFICATION - SIGNATURE OFFICE REIT INCdex312.htm
EX-10.5 - LOAN AND SECURITY AGREEMENT - SIGNATURE OFFICE REIT INCdex105.htm
EX-10.10 - FIRST LIEN DEED OF TRUST - SIGNATURE OFFICE REIT INCdex1010.htm
EX-10.12 - ASSIGNMENT AND ASSUMPTION OF AGREEMENT FOR THE PURCHASE AND SALE OF PROPERTY - SIGNATURE OFFICE REIT INCdex1012.htm
EX-10.11 - AGREEMENT FOR THE PURCHASE AND SALE OF PROPERTY - SIGNATURE OFFICE REIT INCdex1011.htm
EX-10.2 - MASTER PROPERTY MANAGEMENT, LEASING AND CONSTRUCTION MANAGEMENT AGREEMENT - SIGNATURE OFFICE REIT INCdex102.htm

 

Exhibit 10.4

THIS ASSIGNMENT AND ASSUMPTION OF AGREEMENT OF PURCHASE AND SALE (this “Assignment”) is entered into as of the 4th day of October, 2010, by and between WELLS CORE OFFICE INCOME OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Assignor”) and WELLS CORE REIT – ROYAL RIDGE V, LLC, a Delaware limited liability company (“Assignee”).

RECITALS

WHEREAS, Assignor, as “Buyer”, has entered into that certain Agreement of Purchase and Sale dated as of August 5, 2010, as amended by that certain First Amendment to Agreement of Purchase and Sale dated as of September 7, 2010, that certain Second Amendment to Agreement of Purchase and Sale dated as of September 14, 2010, that certain Third Amendment to Agreement of Purchase and Sale dated as of September 21, 2010, that certain Fourth Amendment to Agreement of Purchase and Sale dated as of September 28, 2010 and that certain Fifth Amendment to Agreement of Purchase and Sale dated as of October 1, 2010 (as amended, the “Purchase Agreement”) with BREOF BNK3A ROYAL RIDGE LP, a Delaware limited liability company, with respect to the purchase and sale of certain real property located in the City of Irving, County of Dallas and State of Texas as more particularly described in the Purchase Agreement.

WHEREAS, pursuant to Section 15.8 of the Purchase Agreement, Assignor wishes to assign, and Assignee wishes to accept assignment of, and to assume, all of Assignor’s rights and obligations under the Purchase Agreement.

NOW, THEREFORE, in consideration of Ten and 00/100 ($10.00) Dollars, and other good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, Assignor hereby assigns to Assignee all of Assignor’s right, title and interest in and to the Purchase Agreement and Assignee accepts the foregoing assignment and assumes the obligations of Assignor under the Purchase Agreement.

-Signature Page Follows-


 

IN WITNESS WHEREOF, the parties have each caused their duly authorized representatives to execute this Assignment, on behalf of, and as the act of, Assignor and Assignee, respectively, for the purposes set out herein.

 

   

ASSIGNOR:

   

WELLS CORE OFFICE INCOME OPERATING

PARTNERSHIP, L.P., a Delaware limited

partnership

   

By:

 

Wells Core Office Income REIT, Inc., a

Maryland corporation, its general partner

     

By: /s/ Douglas P. Williams

     

Name: Douglas P. Williams

     

Title: Executive Vice President

   

ASSIGNEE:

   

WELLS CORE REIT – ROYAL RIDGE V, LLC, a

Delaware limited liability company

   

By:

 

Wells Core Office Income Operating

Partnership, L.P., a Delaware limited

partnership, its sole member

     

By:

 

Wells Core Office Income REIT,

Inc., a Maryland corporation, its

general partner

       

By: /s/ Douglas P. Williams

       

Name: Douglas P. Williams

       

Title: Executive Vice President