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Prepared by: HUNTON & WILLIAMS LLP 1111 Brickell Avenue, Suite 2500 Miami, FL 33131 Attention: Robert S. Rausch, Esq. ASSIGNMENT OF TRANSFERABLE DEVELOPMENT RIGHTS KNOW ALL MEN BY THESE PRESENTS, that Chateau Development Group, LLC, a Florida limited liability company, f/k/a Abus, LLC ( "Assignor "), for and in consideration of the sum of Ten and No /00 Dollars ($10.00), and other good and valuable consideration paid and received at or before the ensealing and delivery of these presents in Miami -Dade County, State of Florida, the receipt and sufficiency of which are hereby acknowledged and accepted, does hereby grant to Sunny Isles Property Venture LLC, a Delaware limited liability company ( "Assignee "), its heirs, successors, agents or assigns, 76,232 square feet of Transfer of Development Rights ( "TDRs ") and 39 corresponding units held in an account designed for and held for Assignor, with the City of Sunny Isles Beach, Florida. WHEREAS, Assignor has on deposit in TDR Bank with City of Sunny Isles Beach, Florida, the amount of 76,232 square feet of TDRs and 39 corresponding units in an account for the benefit of Assignor as owner of same. NOW, THEREFORE, in consideration of the mutual promise and exchange between the parties and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree and stipulate as follows: 1. The above recitals are true and correct and are incorporated herein by reference, 2, Assignor upon execution of this Assignment, hereby assigns and transfers 76,232 square feet of TDRs and 39 corresponding units to Assignee, its heirs, successors, or agents. TO HAVE AND TO HOLD, the same unto the said Assignee, its heirs, legal representatives, administrators and assigns forever. [Signature page follows] 80903.000002 £MF_US 48643897x4