0001193125-11-350675 Sample Contracts

ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMENT
Assignment and Assumption of Purchase Agreement • December 22nd, 2011 • Steadfast Income REIT, Inc. • Real estate investment trusts

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, STEADFAST ASSET HOLDINGS, INC., a California corporation (“Assignor”), hereby assigns to SIR PRAIRIE WALK, LLC, a Delaware limited liability company (“Assignee”), all of Assignor’s rights and obligations under and in regard to that certain Agreement of Purchase and Sale dated November 30, 2011 (as may be amended, the “Purchase Agreement”), between Prairie Walk, LLC (“Seller”) and Assignor for the purchase and sale of that certain real property located in Kansas City, Missouri, as more particularly described in Exhibit A attached hereto (the “Property”).

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AMENDMENT NO. 1 TO THE OPERATING EXPENSE REIMBURSEMENT AND GUARANTY AGREEMENT
Reimbursement and Guaranty Agreement • December 22nd, 2011 • Steadfast Income REIT, Inc. • Real estate investment trusts • Delaware

This Amendment No. 1 to the Operating Expense Reimbursement and Guaranty Agreement (this “Amendment”) is made and entered into as of December 21, 2011 by and among Steadfast Income REIT, Inc., a Maryland corporation (the “Company”), Steadfast Income Advisor, LLC, a Delaware limited liability company (the “Advisor”), Beacon Bay Holdings, LLC (“Beacon Bay”), a Delaware limited liability company, and Rodney F. Emery, as an individual (“Emery”). The Company, Advisor, Beacon Bay and Emery are each referred to herein as a “Party” and collectively the “Parties.” Capitalized terms used but not defined herein shall have the meaning set forth in the Reimbursement Agreement (as defined below).

ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMENT
Assignment and Assumption of Purchase Agreement • December 22nd, 2011 • Steadfast Income REIT, Inc. • Real estate investment trusts

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, STEADFAST ASSET HOLDINGS, INC., a California corporation (“Assignor”), hereby assigns to SIR EBT LOFTS, LLC, a Delaware limited liability company (“Assignee”), all of Assignor's rights and obligations under and in regard to that certain Purchase and Sale Agreement and Joint Escrow Instructions dated October 25, 2011, as amended to the date hereof (as amended, the “Purchase Agreement”), between EBT Limited Partnership (“Seller”) and Assignor for the purchase and sale of that certain real property located in Kansas City, Missouri, as more particularly described in Exhibit A attached hereto (the “Property”).

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