2023 BP Dune Palms LP - Assignment of Intangibles - to LQHAASSIGNMENT OF INTANGIBLE PROPERTY
THIS ASSIGNMENT OF INTANGIBLE PROPERTY ("Assignment") is made this
30th day of October , 2023, by and between BP Dune Palms LP, a California
limited partnership ("Assignor") and LA QUINTA HOUSING AUTHORITY, a public body,
corporate and politic ("Assignee").
FOR GOOD AND VALUABLE CONSIDERATION, including without limitation the
terms and conditions of that certain Agreement for Purchase and Sale and Escrow Instructions
dated as of January 18, 2023, as amended by First Amendment thereto dated October 23, 2023,
between Assignor and Assignee (and as may be subsequently amended, the "Purchase
Agreement"), the receipt of which is hereby acknowledged, effective as of the Effective Date (as
defined below), Assignor hereby assigns and transfers unto Assignee all of its right, title, claim
and interest in and under:
(A) all (i) development rights and entitlements and other intangible property owned by
Assignor and used in connection with the that certain real property described in Exhibit A attached
hereto and/or improvements located thereon (collectively, the "Property" and, for reference,
defined as the "Northern Property" in the Purchase Agreement); (ii) guaranties and warranties
issued to Assignor with respect to improvements on the Property, if any; and (iii) any reports,
studies, surveys and other comparable analysis, depictions or examinations of the Property.
(B) any other intangible property related to the Property, to the extent assignable by
Assignor and accepted by Assignee pursuant to the Purchase Agreement (including without
limitation any and all licenses, permits, entitlements, development rights, other governmental
approvals, utility deposits, other deposits, contract rights and all other general intangibles of any
kind or nature), and accepted by Assignee pursuant to the Purchase Agreement. Notwithstanding
any provisions in this Assignment to the contrary, Assignee does not assume, and does accept any
transfer, from Assignor of any Leases or Property Maintenance Contracts (as defined in the
Purchase Agreement).
All of the rights and matters described in the foregoing subsections (A) and (B) are
hereafter collectively referred to as the "Intangibles".
ASSIGNOR AND ASSIGNEE FURTHER HEREBY AGREE AS FOLLOWS:
1. Assumption. On and after the Effective Date of this Assignment, Assignee hereby
assumes and agrees to perform all of the Assignor's obligations, if any, under each contract,
agreement, or instrument governing or concerning the Intangibles, which were accepted by Buyer
prior to the Closing Date as defined in the Purchase Agreement.
2. Successors and Assigns. This Assignment shall be binding on and inure to the
benefit of the parties hereto, their heirs, executors, administrators, successors in interest and
assigns.
3. Law. This Assignment shall be governed by and construed in accordance with the
laws of the State of California.
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4. Effective Date. For purposes of this Assignment, the "Effective Date" shall be the
date of the Closing (as defined in the Purchase Agreement).
5. Counterparts. This Assignment may be executed in one or more counterparts. All
such counterparts, when taken together, shall comprise the fully executed Assignment. This
Assignment may also be executed by delivery by electronic mail of an executed counterpart of this
Assignment. The parties hereto agree that the signature of any party transmitted by electronic mail
with confirmation of transmission shall have binding effect as though such signature were delivered
as an original.
[Signatures appear on the following pages]
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IN WITNESS WHEREOF, this Assignment has been executed as of the date first above
written.
ATTEST:
Monika Radeva, Authority S-cretary
APPROVED AS TO FORM:
ASSIGNEE:
LA QUINTA HOUSING AUTHORITY, a
public body, a corporate and politic
By:
Jon M
10/so/a.a)r 3
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William H. Ihrke, General Counsel
[Signatures continue on the following page]
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II
xecutive Director
ASSIGNOR:
BP Dune Palms LP,
a California limited partnership
By: Blackpoint Properties, LLC,
a California limited liability company,
its General Partner
By:
Jeff Halbert, Manager
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EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
The land referred to herein is situated in the State of California, County of Riverside, City of La Quinta
and described as follows:
Parcel 1 of Parcel Map 38668 in the City of La Quinta , County of Riverside, State of California, per map
recorded in Book 257 pages 35 throught 38 of Parcel Maps, records of Riverside County, California.
APN: Portion of 600-030-038
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