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Assignment And Assumption of Lease

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Exhibit 10.57

ASSIGNMENT AND ASSUMPTION OF LEASE

THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this " Assignment") is entered into as of the 27th day of September, 2002 (the " Effective Date"), by and between KCD-TX I Investment Limited Partnership, a Texas limited partnership (" Assignor"), and Wells Operating Partnership, L.P., a Delaware limited partnership (" Assignee").

PRELIMINARY STATEMENTS:

The following preliminary statements are a material part of this Assignment.

A. Assignor and Lacerte Software Corporation (" Tenant") made and entered into that certain Lease Agreement, dated February 22, 2000 (the "Lease"), by the terms of which Assignor leased to Tenant certain real property located in Plano, Collin County, Texas, more particularly described on Exhibit "A" attached to this Assignment and made a part of this Assignment for all purposes.

B. Assignor now desires to assign the Lease, together with all of Assignor's right, title and interest in and to the Lease to Assignee, and Assignee desires to assume the same.

AGREEMENT:

NOW, THEREFORE , for and in consideration of the sum of Ten and No/ 100 Dollars ($10.00), and of the mutual covenants and promises set forth in this Assignment, the receipt and sufficiency of which are hereby expressly acknowledged by all the parties hereto, Assignor and Assignee hereby covenant and agree as follows:

1. Assignor hereby assigns, transfers, and conveys to Assignee all of Assignor's right, title and interest in and to the Lease, including specifically all of the benefits and rights relating to the Lease but subject to all of the obligations and burdens of Assignor under the Lease effective as of the Effective Date.

2. Assignee hereby assumes and agrees to be bound by the provisions of the Lease and hereby undertakes and assumes each and every one of the Assignor's obligations under the Lease from and after of the Effective Date.

3. Assignor hereby indemnifies and agrees to hold Assignee harmless from and against any claims, defaults or other liabilities (including, without limitation, court costs and attorneys' fees) under the Lease first arising or accruing on or before, or any events first occurring at any time on or before, the date hereof. Assignee indemnifies and agrees to hold Assignor harmless from and against any claims, defaults or other liabilities (including, without limitation, court costs and


attorneys' fees) under the Lease first arising or accruing after, or any events first occurring after, the date hereof [except for "Punch List Work"].

4. All of the covenants and agreements contained in this Assignment shall be bindi
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