Exhibit 10.8
GENERAL
ASSIGNMENT
THIS GENERAL
ASSIGNMENT (this
“Assignment”) is made as of this 29th day of June,
2011, by M&I Marshall and Ilsley Bank, having an address at 770
North Water Street, Milwaukee, Wl 53202 (“Assignor”) in
favor of TNP SRT Constitution Trail, LLC, a Delaware limited
liability company, having a place of business at c/o Thompson
National Properties, LLC, 1900 Main Street, Suite 700, Irvine , CA
92614 (“Assignee”).
RECITALS
A. Assignor and TNP Strategie Retail
Trust, Inc. have entered into that certain Loan Sale Agreement
dated June 21, 2011, as subsequently assigned from TNP
Strategic Retail Trust, Inc. to Assignee (the “Loan Sale
Agreement”) whereby Assignor agrees to convey to Assignee all
of Assignor’s right, title and interest in and to the Loans
and the Loan Documents (as defined in the Loan Sale Agreement) that
are described on Exhibit 1 hereto. Assignee agrees to accept
the Loans on the terms and conditions stated in the Loan Sale
Agreement.
B. Pursuant to the Loan Sale
Agreement, Assignor desires to execute this Assignment in favor of
Assignee.
AGREEMENT
NOW, THEREFORE, in consideration of
the sum of TEN and 00/100 DOLLARS ($10.00) and other good and
valuable consideration, the mutual receipt and legal sufficiency of
which are hereby acknowledged, Assignor hereby agrees as
follows:
(a) Definitions . Capitalized
terms used but not defined herein shall have the same meaning as
set forth in the Loan Sale Agreement.
(b) Assignment . Assignor
hereby sells, assigns, transfers and conveys to Assignee, without
any representation, warranty or recourse other tha
