Partial Assignment of Purchase and Sale Agreement between Wheeler Interests, LLC and WHLR-South Square LLC
This agreement, dated December 23, 2013, is between Wheeler Interests, LLC (Assignor) and WHLR-South Square LLC (Assignee). Wheeler Interests assigns to WHLR-South Square its rights and obligations under a prior purchase and sale agreement with BCP South Square, LLC, specifically relating to certain real property in South Carolina. The Assignee accepts and assumes these rights and obligations, including a portion of any earnest money or payments previously made. The agreement formalizes the transfer of these interests between the parties.
Exhibit 10.7
PARTIAL ASSIGNMENT OF PURCHASE AND SALE AGREEMENT
THIS PARTIAL ASSIGNMENT OF PURCHASE AND SALE AGREEMENT made as of the 23rd day of December, 2013, by and between WHEELER INTERESTS, LLC, a Virginia limited partnership (the Assignor), and WHLR-SOUTH SQUARE LLC, a Delaware limited liability company (the Assignee).
Recitals:
A. BCP SOUTH SQUARE, LLC; BCP CLOVER, LLC; BCP WATERWAY, LLC; BCP WESTLAND, LLC; and BCP ST. GEORGE, LLC, each a Virginia limited liability company (individually and collectively, the Seller), as seller, previously entered into that certain purchase and sale agreement attached hereto as Exhibit A and incorporated herein by this reference (the Agreement), with respect to five (5) shopping centers located in South Carolina.
B. Assignor desires to assign to Assignee its rights, obligations and liabilities under the Agreement to acquire from BCP SOUTH SQUARE, LLC all portions of the Property (as such term is defined in the Agreement) arising in connection with the real property described in Exhibit B attached hereto and incorporated herein by this reference, to Assignee, and Assignee desires to accept and assume such rights and obligations (the Rights, Obligations and Liabilities).
Agreement:
For and in consideration for the sum of TEN DOLLARS ($10.00) cash in hand paid and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, Assignor hereby assigns the Rights, Obligations and Liabilities, together with one-fifth (1/5) of the rights to any earnest money deposit or other payments previously made under the terms of the Agreement, to Assignee, and Assignee accepts such assignment, and assumes all of the rights, obligations and liabilities arising in connection therewith.
Witness the following signatures and seals.
WHEELER INTERESTS, LLC | ||
By: | /s/ Jon S. Wheeler | |
Jon S. Wheeler, Manager | ||
WHLR-SOUTH SQUARE LLC | ||
By: | /s/ Jon S. Wheeler | |
Jon S. Wheeler, Manager |