ASSIGNMENT OF LEASE AGREEMENT;
ACCEPTANCE OF ASSIGNMENT AND ASSUMPTION OF LEASE AGREEMENT
WHEREAS CENTURION VIDEO, LTD., a Texas limited partnership
("Centurion", "Assignor") and AEI INCOME & GROWTH FUND XXII
LIMITED PARTNERSHIP. ("AEI", "Assignee"), have entered into
that certain purchase and sale agreement (the "Purchase and
Sale Agreement") dated October 8, 1998 for that certain real
property (the "Property") described in Exhibit A attached
hereto and made a part hereof.
WHEREAS Hollywood Entertainment Corporation, an Oregon
corporation, has entered into a lease agreement dated
September 27, 1997 with Centurion Video, Ltd. (the "Lease");
NOW THEREFORE Centurion hereby sells, assigns, transfers and
sets over to AEI all of its right, title and interest in and
to the Lease as General Partner of Landlord under the Lease
subject to the terms and conditions set forth in the
Purchase and Sale Agreement (the "Assignment") and subject
to the indemnification set forth in the Assignment of
Warranties and Indemnification for Landlord Warranty"
(executed simultaneously herewith) by Centurion for the one
year warranty period contained in paragraph 6.4 of the
Lease.
Except as otherwise noted, Assignee hereby assumes all of
Assignor's obligations under the Lease which are preferable
on or after the Effective Date hereof. Assignor agrees to
defend, indemnify and hold harmless Assignee from and
against all claims, fines, judgments, settlements, damages,
losses, costs, expenses and attorney's fees arising out of,
resulting from or related in any way whatsoever to the
obligations of the Lease occurring prior to the Effective
Date hereof and not assigned or assumed by Assignee.
Assignee agrees to defend, indemnify and hold harmless
Assignor from and against all claims, fines, judgments,
settlements, damages, losses, costs, expenses and attorney's
fees arising out of, resulting from or related in any way
whatsoever to the obligations under the Lease assumed by
Assignor.
Assignor represents and warrants that it is now the absolute
owner of said Lease with full right and title to assign the
same and the Rents; that said Lease is valid, in full force
and effect and has not been modified or amended except as
disclosed to Assignee; that there are no outstanding
assignments or pledges thereof that will not be released as
of Closing; that there are no existing defaults under the
provisions thereof on the part of any party to the Lease;
that no rents have been waived, anticipated, discounted,
compromised or released; and that Tenant has no defense,
setoffs, or counterclaims against Assignor.
ASSIGNOR: ASSIGNEE:
CENTURION VIDEO, LTD. AEI INCOME & GROWTH FUND XXII
A TEXAS LIMITED PARTNERSHIP LIMITED PARTNERSHIP, A MINNESOTA
LIMITED PARTNERSHIP
By: CENTURION DEVELOPMENT By: AEI FUND MANAGEMENT XXII, INC.
CORPORATION, A NORTH CAROLINA
CORPORATION, ITS GENERAL PARTNER
By: /s/ ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇
Title: President Title: President
Dated: Dated: 1/12/99
EXHIBIT A
▇▇▇ ▇ ▇▇▇*▇▇▇▇ ▇▇▇▇▇▇ as recorded in Map Book 70, Page 25 of
the Records of the Judge of Probate, Mobile County, Alabama