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Assignment of Contract

This Assignment is made on ________,20 __, between ________, Assignor, of ________ City of ________, State of ________ and ________, Assignee, of ________, City of ________ State of ________.

For valuable consideration, the parties agree to the following terms and conditions:

1. The Assignor assigns all interest, burdens, and benefits in the following described contract to the Assignee:

(Describe contract)

This contract is attached to this Assignment and is a part of this Assignment.

2. The Assignor warrants that this contract is in effect, has not been modified, and is fully assignable. If the consent of a third party is necessary for this Assignment to be effective, such consent is attached to this Assignment and is a part of this Assignment. Assignor agrees to indemnify and hold the Assignee harmless from any claim which may result from the Assignor's failure to perform under this Assignment of Contract prior to the date of this Assignment.

3. The Assignee agrees to perform all of the obligations of the Assignor and receive all of the benefits of the Assignor under this Assignment. Assignee agrees to indemnify and hold the Assignor harmless from any claim which may result from the Assignee's failure to perform under this contract after the date of this Assignment.

4. Further Assurances. From time to time each party shall execute and deliver such further instruments and shall take such other action as any other party may reasonably request in order to discharge and perform their obligations and Assignment hereunder and to give effect to the intentions expressed in this Assignment.

5. Severability. Should any Court hold that any portion of this Assignment is invalid, the remainder shall be in full force and effect, and the invalid portion shall be struck from the Assignment or modified as the Court shall order.

6. Representations. Neither party has made any representations nor promises, other than those contained in this Assignment or in some further writing signed by the party making the representation or promise.

7. This Assignment binds and benefits both parties and any successors. This document, including any attachments, is the entire Assignment between the parties.

IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed in triplicate on the day and year first above written.

[Signature]

[Assignee]

[Name]

[Signature]

[Assignor]

[Name]

[Signature]

[Witness]

[Name]