STATE OF TEXAS § COUNTY OF COLLIN This Assignment of ...
STATE OF TEXAS COUNTY OF COLLIN
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ASSIGNMENT OF ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
This Assignment of Economic Development Incentive Agreement ("Assignment") is made by and among Allen Premium Outlets, L.P., a Texas limited partnership ("Assignor"), Allen Premium Outlets Expansion, LLC, a Delaware limited liability company ("Assignee"), Allen Economic Development Corporation ("AEDC"), and Allen Community Development Corporation ("ACDC") (collectively Assignor, Assignee, AEDC and ACDC are sometimes referred to as the "Parties" or individually as a "Party"), acting by and through their respective authorized officers. WITNESSETH: WHEREAS, Assignor owns the Allen Premium Outlet Mall located at 820 W. Stacy Road, Allen, Texas (the "Mall"); and WHEREAS, Assignor entered into a ground lease with Assignee (the "Ground Lease"); and WHEREAS, Assignee desires to develop the expansion of the Mall and lease space to retail tenants in the Mall; and WHEREAS, Assignor desires to assign to Assignee the rights and obligations to the Economic Development Incentive Agreement which is attached as Exhibit "A" and made a part hereof (the "Economic Development Agreement"); NOW, THEREFORE, in consideration of the foregoing, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Assignment. Assignor hereby assigns all its rights, responsibilities and obligations under the Agreement to Assignee. Assignee does hereby expressly assume all the rights, duties, responsibilities and obligations of Assignor under the Economic Development Agreement. 2. Acceptance of Assignment. Assignee accepts the assignment of the Economic Development Agreement and expressly assumes all of the rights, responsibilities and obligations of Assignor under the Economic Development Agreement. 3. Authorization. Each Party represents that it has full capacity and authority to grant all of the rights and assume all of the obligations that are granted and assumed under this Assignment. The undersigned officers and/or agents of the Parties hereto are the properly authorized officials and have the necessary authority to execute this Assignment of behalf of the Parties hereto. 4. Notice. Pursuant to Section 6.5 of the Agreement, notice shall be provided to Assignee at the following address:
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Assignment of Economic Development Incentive Agreement AEDC, ACDC, and Allen Premium Outlets, L.P. (TM 77126)
4. Notice. Pursuant to Section 6.5 of the Agreement, notice shall be provided to Assignee at the following address: ' With a copy to: Allen Premium Outlet Expansion, LLC Attention: Deputy General Counsel 60 Columbia Road, Building B, 3rd Floor Morristown, New Jersey 07960
Barry R. Knight Winstead PC 500 Winstead Building 2728 N. Harwood Street Dallas, Texas 75201
5. Governing Law. This Assignment shall be governed by the laws of the State of Texas, without giving effect to any conflicts of law rule or principle that might result in the application of the laws of .another jurisdiction; and exclusive venue for any action concerning this Assignment shall be in the state District Court of Collin County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 6, Consent. Pursuant to Section 6.11 of the Agreement, the Allen Economic Development Corporation ("AEDC") and the Allen Community Development Corporation ("ACDC") consent to the assignment of the Economic Development Agreement by Assignor to Assignee. 7. Estoppel Certificate. The AEDC and ACDC hereby acknowledge and agree that the Agreement is in full force and effect, is not in default and is a lawful agreement among the AEDC, the ACDC and Assignee. 8. Governing Law. This Assignment shall be construed under the laws of the State of Texas, without regard to any conflict of law rnles. Venue for any action under this Assigurnent shall be the State District Court of Collin County, Texas. This Agreement is performable in Dallas County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 9. Counteroarts. This Assignment may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument.
IO. Entire Agreement. This Assignment embodies the complete agreement of the Parties hereto, superseding all oral or written previous and contemporary agreements between the Parties and relating to the matters in this Assignment, and, except as otherwise provided herein, cannot be modified without written agreement of the Parties to be attached to and made a part of this Assignment. 11. Recitals. The determinations recited and declared in the preambles to this Assignment are hereby incorporated herein as part of this Agreement.
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Assignment of Economic Development Incentive Agreement AEDC, ACDC, and Allen Premium Outlets, L.P. (TM 77126)
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ASSIGNMENT OF ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
This Assignment of Economic Development Incentive Agreement ("Assignment") is made by and among Allen Premium Outlets, L.P., a Texas limited partnership ("Assignor"), Allen Premium Outlets Expansion, LLC, a Delaware limited liability company ("Assignee"), Allen Economic Development Corporation ("AEDC"), and Allen Community Development Corporation ("ACDC") (collectively Assignor, Assignee, AEDC and ACDC are sometimes referred to as the "Parties" or individually as a "Party"), acting by and through their respective authorized officers. WITNESSETH: WHEREAS, Assignor owns the Allen Premium Outlet Mall located at 820 W. Stacy Road, Allen, Texas (the "Mall"); and WHEREAS, Assignor entered into a ground lease with Assignee (the "Ground Lease"); and WHEREAS, Assignee desires to develop the expansion of the Mall and lease space to retail tenants in the Mall; and WHEREAS, Assignor desires to assign to Assignee the rights and obligations to the Economic Development Incentive Agreement which is attached as Exhibit "A" and made a part hereof (the "Economic Development Agreement"); NOW, THEREFORE, in consideration of the foregoing, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Assignment. Assignor hereby assigns all its rights, responsibilities and obligations under the Agreement to Assignee. Assignee does hereby expressly assume all the rights, duties, responsibilities and obligations of Assignor under the Economic Development Agreement. 2. Acceptance of Assignment. Assignee accepts the assignment of the Economic Development Agreement and expressly assumes all of the rights, responsibilities and obligations of Assignor under the Economic Development Agreement. 3. Authorization. Each Party represents that it has full capacity and authority to grant all of the rights and assume all of the obligations that are granted and assumed under this Assignment. The undersigned officers and/or agents of the Parties hereto are the properly authorized officials and have the necessary authority to execute this Assignment of behalf of the Parties hereto. 4. Notice. Pursuant to Section 6.5 of the Agreement, notice shall be provided to Assignee at the following address:
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Assignment of Economic Development Incentive Agreement AEDC, ACDC, and Allen Premium Outlets, L.P. (TM 77126)
4. Notice. Pursuant to Section 6.5 of the Agreement, notice shall be provided to Assignee at the following address: ' With a copy to: Allen Premium Outlet Expansion, LLC Attention: Deputy General Counsel 60 Columbia Road, Building B, 3rd Floor Morristown, New Jersey 07960
Barry R. Knight Winstead PC 500 Winstead Building 2728 N. Harwood Street Dallas, Texas 75201
5. Governing Law. This Assignment shall be governed by the laws of the State of Texas, without giving effect to any conflicts of law rule or principle that might result in the application of the laws of .another jurisdiction; and exclusive venue for any action concerning this Assignment shall be in the state District Court of Collin County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 6, Consent. Pursuant to Section 6.11 of the Agreement, the Allen Economic Development Corporation ("AEDC") and the Allen Community Development Corporation ("ACDC") consent to the assignment of the Economic Development Agreement by Assignor to Assignee. 7. Estoppel Certificate. The AEDC and ACDC hereby acknowledge and agree that the Agreement is in full force and effect, is not in default and is a lawful agreement among the AEDC, the ACDC and Assignee. 8. Governing Law. This Assignment shall be construed under the laws of the State of Texas, without regard to any conflict of law rnles. Venue for any action under this Assigurnent shall be the State District Court of Collin County, Texas. This Agreement is performable in Dallas County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 9. Counteroarts. This Assignment may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument.
IO. Entire Agreement. This Assignment embodies the complete agreement of the Parties hereto, superseding all oral or written previous and contemporary agreements between the Parties and relating to the matters in this Assignment, and, except as otherwise provided herein, cannot be modified without written agreement of the Parties to be attached to and made a part of this Assignment. 11. Recitals. The determinations recited and declared in the preambles to this Assignment are hereby incorporated herein as part of this Agreement.
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Assignment of Economic Development Incentive Agreement AEDC, ACDC, and Allen Premium Outlets, L.P. (TM 77126)
