Assignment of Agreement of Purchase and Sale for the purchase of the Lubbock Fairfield Inn & Suites, dated as of December 26, 2019
EXHIBIT 10.52
ASSIGNMENT OF ASSET PURCHASE AGREEMENT
This Assignment of Agreement of Purchase and Sale (the “Assignment”) is entered into on or as of December 5, 2019. The parties to this Assignment are Lodging Fund REIT III OP, LP, a Delaware limited partnership (the “Assignor”), LF3 Lubbock Expo, LLC a Delaware limited liability company, and LF3 Lubbock Expo TRS, LLC, a Delaware limited liability company (collectively, the “Assignee”); all entities have an address of 1635 43rd Street South, Suite 305, Fargo, North Dakota 58103.
INTRODUCTORY STATEMENTS
A. The Assignor entered into an Agreement of Purchase and Sale effective as of July 26, 2019, (a copy of the Agreement of Purchase and Sale, as amended, is attached to this Assignment as Exhibit A and referred to herein as the “Purchase Agreement”) with respect to the purchase of a hotel business.
B. The Assignor and Assignee desire that Assignor assign its interest in the Purchase Agreement to Assignee under the terms and conditions set forth in this Agreement.
C. Unless otherwise agreed upon, at closing, LF3 Lubbock Expo, LLC will take ownership of the Real Property (as defined in the Asset Purchase Agreement) and LF3 Lubbock Expo TRS, LLC will take ownership of all other Property (as defined in the Purchase Agreement).
In consideration of the above Introductory Statements, and the promises and provisions set forth in this Assignment, the parties agree as follows:
| 1. | Assignment. Assignor assigns to Assignee all of Assignor’s right, title, and interest in and to the Purchase Agreement, as amended. |
| 2. | Acceptance by Assignee. Assignee accepts the Assignment and all rights accruing to it under the Purchase Agreement, as amended, and assumes and agrees to perform all covenants and obligations of the Assignor under the Purchase Agreement, as amended, from and after this Assignment’s Effective Date. |
| 3. | Release of Assignor’s Liability. This Assignment does not relieve Assignor of any of its obligations to Seller under the Purchase Agreement. |
| 4. | Effective Date. This Assignment shall be effective upon signing. |
| 5. | Counterparts; Facsimile Signatures. This Assignment may be executed in one or more counterparts, each of which will be deemed to be an original copy of this Agreement and all of which, when taken together, will be deemed to constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Assignment by telecopier or electronic mail shall be as effective as delivery of a manually executed signature page to this Agreement. |
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The parties have executed this Assignment as of the date listed below each party’s signature.
ASSIGNOR
Lodging Fund REIT III OP, LP
a Delaware limited partnership
By: Lodging Fund REIT III, Inc.
Its: General Partner
/s/ Samuel C. Montgomery
By: Samuel C. Montgomery
Its: Chief Operating Officer
ASSIGNEE
LF3 Lubbock Expo, LLC
a Delaware limited liability company
BY: Lodging Fund REIT III OP, LP
ITS: Sole Member
By: Lodging Fund REIT III, Inc.
Its: General Partner
/s/ Samuel C. Montgomery
Its: Chief Operating Officer
LF3 Lubbock Expo TRS, LLC
a Delaware limited liability company
BY: Lodging Fund REIT III TRS, Inc.
ITS: Sole Member
BY: Lodging Fund REIT III OP, LP
ITS: Sole Shareholder
By: Lodging Fund REIT III, Inc.
Its: General Partner
/s/ Samuel C. Montgomery
By: Samuel C. Montgomery
Its: Chief Operating Officer
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