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HomeMy WebLinkAboutC18-096 EAT-1706 LLC, WJWJ Ranch Holdings III, LLC & WJWJ Ranch Holdings, LLCEagle County, CO
Regina O'Brien
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sECOryp ASSTGNMENT AND ASSUMprrp--N OF SUBpIVISION IMPROVEMENTS
AGREEMENT FOR THE EMMA X'ARMS SUBDIVISION
Tlis Second Assignment Agreement (the "Second Assignment Agreement") is entered into
this J4day of {t(tt,- iOrcAv and between gAt-1ZO6,ffC ("EAT LLC"), WJWJ
Ranch Hotdiogr tfrltC l WfWf") and WJWJ Ranch Holdings, LLC ("WJWJ Ranch"j.
RECITALS:
A. Reference is made to that certain Subdivision Improvernents Agreement for the
Emma Farms Subdivision dated Decernber 4,2007 and recorded January 8, 2008 at Reception
No. 200800550 ("SIA") of the Records of the Clerlc and Recorder of Eagle County, Colorado.
B. Reference is made to that cefiain Assignment of Subdivision Improvements
Agreement for the Emma Farms Subdivision dated June 7,2A17 (the "Assignment of SIA") and
recorded June 13, 2017 at ReceptionNo.Z}llll193 of the Records of the Clerk and Recorder of
Eagle County, Colorado and also recorded June 9,2017 as ReceptionNo. 639017 of the Records
of the Cielk and Recorder of Pitkin County, Colorado,
C. The "Contract" described in paragraph "G" ofthe RECITALS of the Assignment
of SIA has closed and the deed for "Emma Farms Lots and Land Areas" (as that term is defined
in paragraph {(C" of the Recitals the Assignment of SIA) was delivered to EAT LLC as provided
under parugtaph2 of the Assignment of SIA. The deed was recorded June 13,2017 at Reception
No. 201711191 of the Records of the Clelk and Recorder of Eagle County, Colorado and also
recorded June 9, 2017 as Reception No. 639015 in the Records of the Clerk and Recorder of
Pitkin County, Colorado.
D. The 1 03 1 Exchange described in paragraph "I" of the RECITALS of the
Assignment of SIA (the "1031 Exchange") did not occur and EAT LLC and WJWJ are in process
of o'unwinding"the 1031 Exchange,
E. The 1031 Exchange and the Assignment of SIA contemplated that EAT LLC
would sell and convey the*Emma Farms Lots and Land Areas" to WJWJ, and that the SIA
would be assigned to WJWJ.
F. In connection with the unwinding of the 1031 Exchange, EAT LLC, WJWJ, and
WJWJ Ranoh desire that EAT LLC sell and convey the ooEmma Farms Lots and Land Areas" to
WJWJ Ranch instead of selling and conveying same to WJWJ, and that the SIA be assigned by
EAT LLC to WJWJ Ranch instead of assigning same to WJWJ.
G. Eagle County, Colorado and WJWJ have consented to this Second Assignment
Agreement for assignment of the SIA from EAT LLC to WJWJ Ranch based upon the terms and
conditions set forth herein.
l
201 805625
04t16t2018
08:09:53 AM
C18-096
WITNESSETH
NOW, THEREFORE, for and in consideration of the premises, the mutual covenants and
agreements herein contained, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agrce:
1. V/JV/J hereby assigns all ofits rights, interests, and obligations under the
Assignment of SIA to WJWJ Ranch.
2. WJWJ Ranch hereby assumes, accepts and agrees to timely perform and discharge in
accordance with the terms of the Assignment of SIA any and all of the obligations of WJWJ under
the Assignment of SIA and agrees to be bound by all terms of the Assignment of SIA.
3. Effective on date of deed from EAT LLC to WJWJ Ranch, EAT LLC hereby
assigns and transfers to WJWJ Ranch all of its right, title and interest as "Subdivider" under the
SIA. By its acceptance hereof and effeotive on date of deed from EAT LLC to WJWJ Ranch,
WJWJ Ranch hereby assumes, accepts, and agrees to timely perform and discharge in accordance
with the telms of the SIA any and all of the obligations of 'oSubdivider'under the SIA and agrees
to be bound by all teuns of the SIA.
IN WITNESS WHEREOF, the parties hereto have executed this Second Assignment
Agreement as of the date and year first above written.
EAT.1
\[JWJ Ranch Holdings III, LLC
C.o'ru^^; N I^AAt
By:
By:
M,Manager
WJWJ Ranch Holdings, LLC
By:
fuar-s Manager
Date
vf ral l8
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