HomeMy WebLinkAboutC10-240 Assignment & Assumption of Contracts and Permits Riverview (2)
ASSIGNMENT AND ASSUMPTION OF CONTRACTS AND PERMITS
THIS ASSIGNMENT AND ASSUMPTION OF SERVICE CONTRACTS AND
PERMITS (this "Assignment ") is made as of this 3' day of August, 2010 (the "Effective Date "),
by and between EAGLE COUNTY, COLORADO, a body corporate and politic ( "Assignor "), and
EAGLE RIVERVIEW AFFORDABLE HOUSING CORPORATION, a Colorado nonprofit
corporation ( "Assignee ").
RECITALS:
A. Pursuant to a Reconveyance Agreement between Assignor and Assignee of even
date herewith (the " Reconveyance Agreement "), Assignor this day conveyed to Assignee the real
property described in Exhibit A attached hereto and the improvements located thereon
(collectively, the "Property ").
B. Assignor is the owner and/or beneficiary (or assignee) of certain licenses, permits,
consents, authorizations, approvals, registrations and certificates issued by governmental
authorities pertaining to the occupancy, ownership or operation of the Property as more
particularly described in the Reconveyance Agreement (the "Permits ").
C. Assignor is a party (or assignee of) to various management, service, repair,
maintenance, operating and other agreements and contracts affecting the Pro
p g gr g Property as more
particularly described in the Reconveyance Agreement (the "Contracts ").
D. In connection with the conveyance of the Property, Assignor has agreed to
transfer, assign and convey to Assignee all its right, title and interest in, to and under the
Contracts and Permits on the following terms and conditions.
NOW, THEREFORE, in consideration of the Recitals and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby
agree as follows:
1. Assignment. Assignor hereby transfers, assigns and conveys to Assignee all of
Assignor's right, title and interest in, to and under all Contracts and Permits.
2. Assumption. Assignee hereby accepts such assignment and assumes all
obligations of the Assignor to be performed under the assigned Contracts and Permits arising on
and after the Effective Date.
3. Indemnity. To the extent permitted by law, Assignor shall indemnify and defend
(by counsel acceptable to Assignee) and hold harmless Assignee for, from and against any and
all claims, loss, cost, liability and expense (including, without limitation, attorneys' fees and
expenses and court costs) arising out of or in connection with the assigned Contracts and Permits
from events which occurred before the Effective Date. Assignee shall indemnify, defend (by
counsel acceptable to Assignor), and hold harmless Assignor for, from and against all claims,
loss, cost, liability and expense (including, without limitation, attorneys' fees and expenses and
11DE - 0650641000009 - 462649 vI
01 0240
court costs) arising out of or in connection with the assigned Contracts and Permits from events
which occur on or after the Effective' Date.
4. Successors and Assigns. All of the terms, covenants and conditions set forth
herein shall be binding upon and shall inure to the benefit of Assignor and Assignee and their
successors and assigns.
5. Governing Law. This Assignment shall be governed by, and construed and
enforced in accordance with, the laws of the State of Colorado.
6. Counterparts. This Assignment may be executed in counterparts, each of which
shall be deemed an original, but all of which shall constitute one and the same instrument.
IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment the
day and year first above written.
ASSIGNOR:
EAGLE COUNTY, COLORADO, a body corporate
and politic
By: LQ Sara J. Fisher ai
ASSIGNEE:
EAGLE RIVERVIEW AFFORDABLE HOUSING
CORPORATI N, • Colorado non • rofit corporation
,
By ,11 f -L. % '` — �►''�._
Name: T h n J L.iwis
Title: 'TPassu.re,-- President
— 2 -
ADE - 065064/000009.462649 vt
Exhibit A
Legal Description
Parcel 1
LOT 1, BLOCK 2, EAGLE -VAIL SUBDIVISION, FILING NO. 2, ACCORDING TO THE
PLAT RECORDED JANUARY 7, 1974 IN BOOK 232 AT PAGE 782, COUNTY OF EAGLE,
STATE OF COLORADO.
Parcel 2
THAT CERTAIN EASEMENT AND RIGHT OF WAY CREATED BY CONVEYANCE OF
EASEMENT DATED SEPTEMBER 26, 1978, AND RECORDED ON OCTOBER 2, 1978, IN
BOOK 276 AT PAGE 45, FOR THE PURPOSE OF CONSTRUCTING, MAINTAINING,
REPAIRING, ENLARGING, AND RECONSTRUCTING VEHICULAR PARKING AND
PARKING STRUCTURES, WHICH EASEMENT AFFECTS THE FOLLOWING PARCEL:
TRACT A, AMENDED FINAL PLAT, LOT 1A, BLOCK 2, EAGLE VAIL FILING NO. 2,
ACCORDING TO THE PLAT RECORDED JUNE 13, 1978 IN BOOK 271 AT PAGE 85,
COUNTY OF EAGLE, STATE OF COLORADO.
A -1
BADE - 065064,000009 - 462649 v I
