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Assignment And Assumption Agreement

This is an actual contract by Metlife Insurance Co. of Connecticut.
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Sectors: Insurance
Effective Date: August 19, 2002
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ASSIGNMENT AND ASSUMPTION AGREEMENT


THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Agreement") is made and entered into as of the 19th day of August, 2002, by and between THE TRAVELERS INDEMNITY COMPANY, a Connecticut corporation having an office at One Tower Square, Hartford, Connecticut, 06183, Attn: Corporate Real Estate & Services, IMSA ("Assignor"), and THE TRAVELERS INSURANCE COMPANY, a Connecticut corporation, having an office at One Tower Square, Hartford, Connecticut, 06183-2030; Attn: Travelers Real Estate Investment Group ("Assignee").


WITNESSETH:


WHEREAS, Assignor is the tenant under that certain lease, as amended, supplemented or otherwise modified, described in Exhibit A annexed hereto and made a part hereof (collectively, the "Lease"); and


WHEREAS, Assignor has agreed to assign all of its right, title, interest, claim, and demand in, to, and under the Lease; and


WHEREAS, Assignee has agreed to accept such assignment and to assume the obligations of Assignor under the Lease.


NOW, THEREFORE, in consideration of the sum of Ten and 00/100 Dollars ($10.00) and other good an valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:


1. The recitals set forth above are true and correct.


2. Assignor represents that (i) a true, correct and complete copy of the Lease is attached hereto as Exhibit B; (ii) the Lease is in full force and effect; (iii) Assignor is not in default, subject to any applicable notice and cure periods provided under the Lease, in the performance of any of the terms, covenants, conditions or agreements required of tenant under the Lease; and (iv) to the knowledge of Assignor, the landlord is not in default of any of the terms, covenants, conditions or agreements required of landlord under the Lease. For purposes of this representation, the "knowledge" of Assignor shall mean to the knowledge of the Director of Asset Management of the Corporate Real Estate and Services department of Assignor.


3. Effective as of the day after the end of the Space Swap Period (the "Assignment Effective Date"), Assignor hereby grants, bargains, sells, assigns, transfers, and conveys to Assignee all of its right, title, interest, claim, and demand in and to: (a) the Lease, including, but not limited to, all renewal rights thereunder, and (b) Assignor's rights to all improvements, tenements, hereditaments, and appurtenances belonging or appertaining to the "Premises," as defined in the Lease.


4. Assignee hereby accepts the foregoing assignment and expressly assum
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