Assignment; Parties in Interest. This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of and be enforceable by, the Parties and their respective successors and permitted assigns. Prior to Closing, neither Buyer nor Seller may assign or delegate any interest in this Agreement to any third party without the prior written consent of the other Party, which such consent may be withheld in the other Party’s sole discretion. Any such assignment shall not be effective unless the assignee agrees in writing to be bound by all of the terms and conditions of this Agreement. Following the Closing Date, Seller may assign to any third party any or all of its rights under this Agreement, including the Repurchase Option. During the Repurchase Term, Buyer may not convey the Property or assign any of its rights under this Agreement to any third party, and any such attempted conveyance or assignment shall be void. Following the end of the Repurchase Term, Buyer may assign its rights under this Agreement to a third party in connection with a sale of the Property to that third party.

This Agreement shall be binding upon and inure to the benefit of the parties hereto, their respective heirs, legal representatives, successors, and permitted assigns. No Seller shall assign this Agreement or its rights or obligations hereunder without Purchaser’s prior written consent, which consent may be withheld in Purchaser’s sole discretion. Purchaser shall not assign this Agreement or its rights or obligations hereunder without Sellers’ prior written consent, which consent may be withheld in Sellers’ sole discretion; provided, however, that Purchaser may assign its rights and delegate its duties under this Agreement, in whole or in part, with respect to one or more Properties, without any Seller’s consent, to one or more entities as to which over 90% of the equity ownership interest is owned by Purchaser, and over 90% of the voting control is held by Purchaser, provided that Purchaser gives written notice of any such assignment to Sellers at least five (5) days before the Closing Date, and provided that # upon the occurrence of such assignment, Purchaser and such assignee(s) shall be and remain jointly and severally liable for the assigned obligations and liabilities of Purchaser under this Agreement, and # Purchaser shall have delivered to Sellers, on or before the date which is five (5) days prior to the Closing Date, a written instrument effectuating such assignment(s) and providing for both the applicable assumption by the assignee of obligations and liabilities of Purchaser under this Agreement and such joint and several liability of Purchaser and the assignee.