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<br />ASSIGNMENT AND ASSUMPTION OF LEASE
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<br />THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this "Assignment"), is dated as of
<br />December 29, 2021, by and between KM GRAND ISLAND JOINT VENTURE, LLC, a Missouri limited
<br />liability company ("Assignor"), and BDP GRAND ISLAND RE, LLC, a Wisconsin limited liability
<br />company ("Assignee").
<br />RECITALS
<br />A. Pursuant to the terms of that certain Real Estate Purchase Agreement dated as of
<br />November 4, 2021, by and between Assignor and Assignee (the "Purchase Agreement"), Assignor
<br />agreed to sell to Assignee certain real property, all of Seller's right, title and interest, if any, to the
<br />improvements located thereon, and certain rights appurtenant thereto, all as more particularly described in
<br />the Purchase Agreement (collectively, the "Property"). Capitalized terms used and not otherwise defined
<br />herein shall have the meanings ascribed to them in the Purchase Agreement.
<br />B. The Purchase Agreement provides that Assignor shall assign to Assignee a certain lease
<br />and Assignee shall assume all of the obligations of Assignor under such lease, and that Assignor and
<br />Assignee shall enter into this Assignment.
<br />AGREEMENT
<br />In consideration of the premises and the mutual covenants herein contained, and for other good
<br />and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
<br />hereto hereby agree as follows:
<br />1. Assignment. Assignor hereby assigns, sets over and transfers to Assignee all of
<br />Assignor's right, title and interest in, to and under the lease identified on Exhibit A attached hereto and
<br />incorporated herein by reference ("Lease"), including, but not limited to, the right to collect rent, with the
<br />tenant of the Property identified on Exhibit B attached hereto and incorporated herein by reference.
<br />Assignor shall indemnify, defend and hold harmless Assignee, its partners, shareholders, officers,
<br />directors, agents and employees from and against any and all claims, demands, actions, proceedings, costs
<br />and expenses (including, without limitation, reasonable attorneys' fees, expenses and court costs, if any),
<br />losses, damages, obligations, charges, liabilities, penalties, orders and judgments which may be imposed
<br />upon, incurred by or asserted against Assignee by reason of any failure by Assignor to perform any of the
<br />aforesaid terms, covenants, conditions and agreements under the Lease prior to the date hereof.
<br />2. Assumption. Assignee hereby accepts the foregoing assignment of the Lease and hereby
<br />assumes and agrees to perform and observe all of the terms, covenants, conditions and agreements as
<br />landlord under the Lease with respect to all matters arising or accruing from and after the date hereof and
<br />Assignee shall indemnify, defend and hold harmless Assignor and its members, managers, partners,
<br />shareholders, officers, directors, agents and employees from and against any and all claims, demands,
<br />actions, proceedings, costs and expenses (including, without limitation, reasonable attorneys' fees,
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