Assignment of Purchase & Sale Agreement

This Assignment is made on _______ day of _____________________, 20____.

BETWEEN: _________________________________________(hereinafter "ASSIGNOR"), the

Buyer under an agreement dated _________________, 20____ (hereinafter "AGREEMENT") by
and between ASSIGNOR and _________________________________(hereinafter "SELLER"),

AND: _________________________________________________ (hereinafter "ASSIGNEE ")

Whereas, the ASSIGNOR entered into that certain AGREEMENT (a copy of which is attached
hereto) for the purchase of property located: _________________________________________,
and whereas the ASSIGNEE desires to purchase the said AGREEMENT for $______________,
referred as “ASSIGNMENT FEE”, in accordance with the terms and conditions of said
AGREEMENT.

Now, therefore, the parties hereby covenant and agree to the following:

1. The ASSIGNOR hereby assigns all rights, title and interest in and to the above mentioned
ASSIGNEE and in consideration thereof, the ASSIGNEE agrees to the ASSIGNMENT FEE
above, which should be paid as follows:

$__________ to ASSIGNOR at the time of execution of this Assignment of AGREEMENT.

$___________ to deposit to ASSIGNOR’S escrow agent (title co., closing agent or attorney):

__________________________________________________________________,
Name of Title Company/Closing Company Address
_____________________________________, (_____)______________________,
Name of Closing Agent/Attorney Telephone Number

within 3 days from execution of this Assignment. Said funds to be released to ASSIGNOR
immediately upon closing of title.

2. The ASSIGNEE hereby agrees to accept the said terms and conditions of said
AGREEMENT and this Assignment of AGREEMENT.

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3. The ASSIGNEE hereby agrees, and instructs escrow/closing agent/attorney to release to
ASSIGNOR, upon the closing of title any escrow or earnest money placed on deposit by
ASSIGNOR as Buyer under the terms of the subject AGREEMENT.

4. ASSIGNEE must close title on the property subject to the AGREEMENT by ____________,
20____. If seller of property subject to said AGREEMENT is ready, willing and able to close
title on the above date but ASSIGNEE fails to close title on or before said date, ASSIGNEE
will pay ASSIGNOR a per diem of $____________ until and including date of closing.

5. ASSIGNEE agrees to perform all covenants, conditions and obligations required by

ASSIGNOR under said AGREEMENT and agrees to defend, indemnify and hold
ASSIGNOR harmless from any liability or obligation under said AGREEMENT.
ASSIGNEE further agrees to hold ASSIGNOR harmless from any deficiency or defect in the
legality or enforceability of the terms of said AGREEMENT.

6. ASSIGNEE hereby agrees to close title on the property subject to the AGREEMENT with
ASSIGNOR’S Title/Escrow/Closing Company/Attorney specified in paragraph 1 above, and
pay any and all attorney’s fees and costs associated with closing.

7. ASSIGNEE understands and agrees to close title of said property with “ALL CASH” and
that the closing of title is not subject to the acquisition of independent financing. ASSIGNEE
represents that he/she has sufficient funds available to close title on the date set forth
hereinabove.

8. If Seller is ready, willing and able to close title on or before the above referenced date, but
ASSIGNEE fails and/or refuses to close title on or before said date, the parties hereby agree
that the entire ASSIGNMENT FEE, which is monies given to ASSIGNOR outside the
escrow, as well as monies deposited with ASSIGNOR’S escrow agent, will be considered
liquidated damages. These monies will be paid to ASSIGNOR as liquidated damages and
will not be considered a penalty. These liquidated damages are to compensate ASSIGNOR
for ASSIGNEE ’S breach of the AGREEMENT and this Assignment of AGREEMENT.
Upon ASSIGNEE’s failure to close title, escrow agent is hereby authorized to immediately
release all funds held in escrow to ASSIGNOR without further notice.

9. In the event that ASSIGNEE fails and/or refuses to close title as set fourth in paragraph four
(4) above, ASSIGNOR will have the right to close title on the subject property and
ASSIGNEE will automatically forfeit all rights, title and interest in said AGREEMENT and
this Assignment of AGREEMENT.

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10. ASSIGNEE has had an opportunity to inspect the subject property and acknowledges and
accepts said property in “AS IS” condition at the tome of closing, including any defects,
known or unknown. ASSIGNEE also acknowledges that ASSIGNOR has not made any
warranties whatsoever, either expresses or implied, related to the condition of the subject
property.

11. No amendment or waiver of any provision of the Assignment of AGREEMENT nor consent
to any departure by the ASSIGNEE , shall be effective unless the same shall be in writing
and signed by the parties, and then such a waiver or consent shall be effective only in the
specific instance and for the specific purpose for which it is given.

12. The ASSIGNEE has three (3) days from the above said date to review the AGREEMENT
and this Assignment of AGREEMENT. This Assignment of AGREEMENT will be legally
binding at the end of said three (3) days unless ASSIGNEE disapproves the AGREEMENT
and/or this Assignment of AGREEMENT and said disapproval is submitted in writing via
certified mail, return receipt requested, to ASSIGNOR at:
____________________________________________________________________.
Address
Upon ASSIGNOR receiving notice of disapproval, ASSIGNEE will be entitled to immediate

refund of all monies deposited with ASSIGNOR, and with ASSIGNOR’s escrow agent.

13. ___________________________________________________________________________
___________________________________________________________________________
___________________________________________________________________________

14. ___________________________________________________________________________
___________________________________________________________________________
___________________________________________________________________________

IN WITNESS THEROF, each of the parties hereto has executed this Agreement for the purposes
contained herein on the year and day first above written,

Print: _______________________________________ Signature: ________________________

ASSIGNOR

Print: _______________________________________ Signature: ________________________

ASSIGNEE

Print: _______________________________________ Signature: ________________________

WITNESS
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