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04060593 09/18/2024 09:54 AM RF: $43.00 Page 1 of 7 Electronically recorded in Boulder County Colorado. Recorded as received. ASSIGNMENT OF MAINTENANCE AND LICENSE AGREEMENT (Delo Subdivision, City of Louisville) THIS ASSIGNMENT OF MAINTENANCE AND LICENSE AGREEMENT is made and entered into this 3rd day of September , 2024 by and between the CITY OF LOUISVILLE (the "City"), DELO APARTMENTS, LLC, a Colorado limited liability company ("Delo Apartments" or "Assignor"), and CT DELO, LLC, a Delaware limited liability company and HG DELO, LLC, a Delaware limited liability company (each an "Assignee" and collectively, "Assignees"). WHEREAS, the City and Delo Apartments entered into that Maintenance and License Agreement dated August 3, 2017 (the "Agreement"), which Agreement was recorded with the Boulder County Clerk and Recorder on August 23, 2017 at Reception No. 03610787; and WHEREAS, Section 7 of the Agreement required Delo Apartments to post with the City and maintain a cash deposit in the amount of Ten Thousand Dollars ($10,000.00), for the purpose of Delo Apartments' faithful performance of its maintenance obligations under the Agreement, which cash deposit has not been made by Delo Apartments; and WHEREAS, Section 20 of the Agreement provides Delo Apartments may not assign the Agreement to any other party without the prior written approval of the City, and the City may require as part of any such approval that the successor execute its consent to such assignment to be bound by the terms and conditions of the Agreement and other applicable documents; and WHEREAS, Delo Apartments has requested the City approve assignment of the Agreement to Assignees in connection with the sale of property benefitted by the Agreement, and by this Agreement the City desires to approve such assignment and Assignees desire to accept such assignment and each Assignee agrees to fulfill all obligations of the Agreement, including the requirement to provide and maintain a Performance Guarantee as required by the Agreement. NOW, THEREFORE, in consideration of the recitals, promises, payments, covenants and undertakings hereinafter set forth, and other good and valuable consideration, which is hereby acknowledged and receipted for, the parties agree as follows: 1. The foregoing recitals are incorporated herein. 2. Delo Apartments hereby assigns, sets over and transfers unto Assignees all of its right, title and interest in and to and delegates all its obligations set forth in the Maintenance and License Agreement (the "Agreement") and Assignees hereby accept