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EXHIBIT 10.27.1
ASSIGNMENT
OF
VENTURE - AUTOSTYLE LEASE AGREEMENT
This ASSIGNMENT made as of the lst day of September, 1996, by and among;
Venture Industries Corporation, Venture Mold & Engineering Corporation, Venture
Industries Canada Ltd., Vemco, Inc., Vemco Leasing, Inc., Venture Leasing
Company, Venture Service Company ("Assignor"), whose business address is 33662
Xxxxx X. Xxxxx Dr., Fraser, Michigan,
and Venture Holdings Trust ("Assignee") whose business address is 33662 Xxxxx
X. Xxxxx Dr., Fraser, Michigan;
WITNESS:
1. By this ASSIGNMENT, Assignor does hereby transfer and assign to
Assignee ALL OF VENTURE'S RIGHT, TITLE, AND INTEREST IN AND TO, AND
RELATED OBLIGATIONS (the "Related Obligations"), those assets acquired an a
result of that certain agreement (the "Venture AutoStyle Lease Agreement")
entered into on and amended as of the 2nd day of June, 1996, by and between
Venture and AutoStyle Plastics , Inc., whose business address was 0000 00xx
Xxxxxx, X.X., Xxxxx Xxxxxx, Xxxxxxxx 00000 ("AutoStyle") [together, such
parties being the "AutoStyle Parties" and such acquired interest being the
"AutoStyle Assets"] and any and all related obligations in those assets
acquired, including, but not limited to, the following (whether or not
Venture's rights to the same arise from the Venture AutoStyle Lease Agreement
or otherwise:
(i) The Venture - AutoStyle Lease Agreement itself;
(ii) The "Real Estate Lease" between the AutoStyle Parties
concerning certain property in Hopkinsville, Ky. and dated as of
June 2, 1996;
(iii) The "Personal Property Lease" between the AutoStyle Parties
concerning certain property owned by AutoStyle and dated as of June
2, 1996;
(iv) The Lease Agreement concerning the Xxxxxxx-Kentucky Warehouse
#2 by and between Hopkinsville Associates Limited Partnership and
AutoStyle whose last extension date was January 1, 1996;
(v) The Real Estate Lease concerning 0000 Xxxxxxxx Xxxx,
Xxxxxxxxxxxx, Xxxxxxxx, between Xxxx Xxxxx, Inc. andAutoStyle;
(vi) The Xxxxxx-Xxxxxxxx, Inc. Lease concerning premises located at
0000 Xxxxxxxxx Xx, Xxxxx Xxxxxx, Xxxxxxxx between Xxxxxx-Xxxxxxxx,
Inc. and Venture;
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but in any case not including any and all purchase orders and supply agreements
entered into by and between Venture and/or its agent, Venture Grand Rapids
L.L.C. and any customer [together, such interest being assigned is herein
referred to as the "Assigned Interest"].
2. By this ASSIGNMENT, Assignee:
(a) accepts the assignment of such AutoStyle Assets, and
(b) agrees to be liable for the Related Obligations, and
(c) agrees to hold Assignor harmless from any and all costs or
liabilities which arise as a result of Assignee's
performance of or failure to perform such obligations.
3. This ASSIGNMENT shall act as delivery of said property and shall be
without any exception, limitation or reservation of any kind.
IN WITNESS WHEREOF, the parties have set their hands the day and year first
above written.
VENTURE INDUSTRIES CORPORATION
VEMCO, INC.
VENTURE INDUSTRIES CORPORATION
VENTURE MOLD & ENGINEERING CORPORATION
VENTURE LEASING COMPANY
VEMCO LEASING, INC.
VENTURE SERVICES COMPANY
VENTURE INDUSTRIES CANADA, LTD.
By: /s/ Xxxxxxx X. Xxxxxxx
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XXXXXXX X. XXXXXXX
their President
VENTURE HOLDINGS TRUST
By: /s/ Xxxxxxx X. Xxxxxxx
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Its:
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