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2003-01-30 Assignment AgreementASS~MENT AGREEMENT C Cvee (~ SQ. 5 This Assignment Agreement dated this 3D~iay of January, 2003, by and between Pilot Land Deavelopment Company (hereinafter referred to as "Assignor"), and. Woodside CX ~~~ , ~ , (hereinafter referred to as "Assignee"), Whereas, Assignee has acquired certain assets of Assignor including, but not limited to, certain real property, pursuant to an Asset Purchase Agreement dated December 16, 2002; and Whereas, pursuant to the terms of said Asset Purchase Agreement, Assignor is required to assign its interest in that certain Development Agreement by and between Assignor and the City of (~, ("City") dated ~ /a~ and recorded as document # 7 ,3 ;and Whereas, the assignment of the Development Agreement requires the consent and approval of the City; and Whereas Assignor represents that the Development Agreement is valid, binding, in full force and effect and not in default, and ~Tn~hr TTTFREFCRE ;,, •a ~ ,~ ,.. , .. , iii CoiisiueratlOri of tue r"iiu~ual covellQllls, agieeiileritS and promises contained herein, the parties agree as follows: 1. Assignor assigns all right, title, interest and entitlements in the Development Agreement, subject to the requirements; conditions and covenants set forth in the Asset Purchase Agreement to Assignee; and 2. Subject to the terms and conditions of the parties' Asset Purchase Agreement, Assignees assume all rights, duties, obligations, surety requirements and entitlements in Assignor's interest in the Development Agreement. In witness whereof, Assignor and Assignee have executed this Assignment. Agreement the day and year first written above. ASSIGNEE Woodside _L~~~!L~t/ l.V~ ~~ By: James P. L beth, ' s Pres' ent Date:. Z~" Z~~~ 3 ASSIGNOR 1 Pilot Land Development Company By: K~fit Roessler„;ts President CONSENT TO ASSIGNMENT The City hereby consents and agrees to the above-referenced as ' ent of that certain Development Agreement by and between Assignor and the City dated > / ~ ~. >x Date ~ ` .~t~ ~, i @PFDesktop\::ODMA/GRPWISE/GWDMPLS.GWPOMPLS.MPLSLIB 1:101615.1