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84221 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 RESOLUTION NO. A RESOLUTION RIGHT, TITLE THAT CERTAIN 1978, BY AND ARKANSAS AND ASSOCIATION, HEREINBELOW. = is = = 8,422 CONSENTING TO THE ASSIGNMENT OF ALL AND INTEREST OF THE LESSEE UNDER LEASE AGREEMENT DATED AUGUST 10, BETWEEN THE CITY OF LITTLE ROCK, PULASKI FEDERAL SAVINGS AND LOAN AS MORE PARTICULARLY DESCRIBED 490 WHEREAS, the City of Little Rock, Arkansas, as the Lessor (the "Lessor ") and Pulaski Federal Savings and Loan Association, now known as Savers Federal Savings and Loan Association ( "Savers "), as Lessee, entered into a certain Lease and Agreement dated August 10, 1978 which is now of record in the records of Pulaski County, Arkansas as Instrument No. 78- 32708, and which has been corrected, amended and substituted by Instrument Nos. 78- 46244, 79- 03865, 80- 19054, 80- 29035, and 80 -31418 (the said Lease and Agreement and all other instruments described in this paragraph being hereafter referred to, collectively, as "the Lease "); and WHEREAS, Savers, through an instrument recorded as Instrument No. 90 -59081 assigned all of its right, title and interest in the Lease to Savers Savings Association ( "Savings ") which, in turn and through the same instrument last described, assigned all of its right, title and interest in the Lease to S.A.M. Limited Partnership, an Arkansas Limited Partnership ("S.A.M. "); and WHEREAS, S.A.M. now desires to transfer and assign all of S.A.M.'s right, title and interest in the Lease to Arkansas Blue Cross and Blue Shield, a Mutual Insurance Company; and WHEREAS, the Lease provides that the City of Little Rock must consent, in writing, to assignments of the Lease and further provides that said consent shall not be unreasonably withheld. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the City of Little Rock, Arkansas: ky.�- .O-z 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 silo 491 SECTION 1. The City of Little Rock, Arkansas hereby ratifies, confirms, consents and agrees to the assignment of the Lease by Savers to Savings and also ratifies, confirms, consents and agrees to the assignment to Savings to S.A.M., all as reflected in the said Instrument No. 90- 59081, a copy of which is attached hereto and made a part hereof. SECTION 2. The City of Little Rock, Arkansas hereby consents and agrees to the assignment of the Lease from S.A.M. to Arkansas Blue Cross and Blue Shield, A Mutual Insurance Company. A copy of the proposed assignment is attached hereto and made a part hereof. SECTION 3. The Mayor (or any Assistant Mayor) and the City Clerk (or any Assistant City Clerk) be, and they are hereby, authorized and directed to execute and deliver an instrument in writing evidencing the consent of the City of Little Rock to the above described assignments of the Lease, all as hereinabove approved. ADOPTED: December26, 1990 ATTEST: APPROVED: CA 'Y CLERK JARE CZECH MAYOR 'FL ID G. VILLINES, II APPROVED AS T FORM: zz;z MARK STODOLA, CITY ATTORNEY r ASSIGNMENT OF CITY LEASE 4.92 THIS ASSIGNMENT is made this day of December, 1990, from S.A.M. LIMITED PARTNERSHIP, an Aransas limited partnership (the "Assignor "), having a notice address in care of Strauss Distributors of Monroe, Post Office Box 6058, Monroe, Louisiana 71203, to ARKANSAS BLUE CROSS AND BLUE SHIELD, a Mutual Insurance Company, (the "Assignee ") having a notice address of Sixth and Gaines Streets, Little Rock, Arkansas 72201. W I T N E S S E T H: WHEREAS, the City of Little Rock, Arkansas, as the lessor (the "Lessor "), and Pulaski Federal Savings & Loan Association, as the lessee, entered into a certain Lease and Agreement dated August lo, 1978 recorded on August 11, 1978 in the records of Pulaski County, Arkansas,. as Instrument Number 78- 32708, as corrected by Correction Lease and Agreement recorded on November 161 1978 in the records of Pulaski County, Arkansas as Instrument Number 78- 46244, as amended by Amended and Substituted Lease and Agreement, recorded on January 29, 1979 in the records of Pulaski County, Arkansas, as Instrument Number 79- 03865, as amended by Amendment to Amended and Substituted Lease and Agreement recorded on May 1, 1980 in the records of Pulaski County, Arkansas as Instrument Number 80 -19054 and rerecorded on July 9, 1989 as Instrument Number 80- 29035, as amended by Certificate and Agreement of the City of Little Rock recorded on July 25, 1980 in the records of Pulaski County, Arkansas as Instrument Number 80 -31418 (the said Lease and Agreement and all other instruments described in this paragraph are hereafter referred to, collectively, as "the Lease ") relating to certain air space rights more particularly described at Exhibit "A ", attached as a part hereof (the "Leased Premises "); and WHEREAS, Pulaski Federal Savings and Loan Association subsequently became Savers Federal Savings and Loan Association ( "Savers ") and all of Savers' right, title and interest in the Lease is, by virtue of an assignment recorded as Instrument No. 90- 59081, vested in Assignor; and WHEREAS, Assignor desires to transfer all of Assignor's right, title and interest in the Lease to the Assignee by means of this Assignment and the Assignee desires to assume all of the rights and certain of the obligations of Assignor under the Lease. NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, it is agreed as follows: 1. Assignment. Assignor hereby assigns to Assignee all of Assignor's right, title and interest in and to the Lease. 2. Assumption. Effective as of this date, the Assignee assumes the Lease and agrees to perform all of the covenants and conditions contained in the Lease to be performed by Assignor as though the Assignee were the original lessee under the Lease. The Assignee agrees to defend, indemnify and hold Assignor harmless for all damages, liabilities, costs and expenses (including reasonable attorneys' fees and other litigation expenses) arising directly or indirectly from claims relating to the Lease and the MW 493 Leased Premises. It is specifically understood that nothing herein contained will create an obligation which is performable by the Assignee except with respect to failure of the Assignee, on and after this date, to perform all of the obligations of the Lessee under the Lease. 3. Binding Effect. This Assignment will be binding on and will inure to the benefit of the successors and assigns of the Assignor and of the Assignee. IN WITNESS WHEREOF, this instrument has been executed and delivered on the dates hereafter indicated, to be effective on the date first above written. ASSIGNOR: S.A.M. LIMITED PARTNERSHIP, an Arkansas limited partnership BY: Date Executed: ASSIGNEE: ARKANSAS BLUE CROSS AND BLUE SHIELD, a Mutual Insurance Company BY: Date Executed: CONSENT OF CITY OF LITTLE ROCK The City of Little Rock, Arkansas, pursuant to authority contained in Resolution No. , adopted December , 1990, hereby consents in writing to a assignment of all right, title and interest of the Lessee the Lease to Savers Savings Association ( "Savings") as reflected in Instrument No. 90 -59081 in the Pulaski County, Arkansas records and further consents to the assignment of all right, title and interest in the Lease of Savings to S.A.M. Limited Partnership, an Arkansas Limited Partnership, as also reflected in the last described instrument. Further, the City of Little Rock, Arkansas hereby consents to the assignment of all right, title and interest of S.A.M. Limited Partnership in the Lease to Arkansas Blue Cross and Blue Shield, a Mutual Insurance Company. Dated this _ day of December, 1990. CITY OF LITTLE ROCK, ARKANSAS BY: BY: City Clerk NIL- 0� STATE OF ARKANSAS) ) ss: COUNTY OF PULASKI) ACKNOWLEDGMENT 494 On this the day of December, 1990, before me, the undersigned officer, personally appeared au in z who acknowledged himself to be the General Partner of S.A.M. Limited Partnership, and that he, as such General Partner being authorized so to do, executed the foregoing instrument for the purposes therein contained, by signing the name of S.A.M. Limited Partnership, by himself as the General Partner. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. Notary Public My Commission Expires: S STATE OF ARKANSAS ss COUNTY OF PULASKI On this day before me, the undersigned officer, personally appeared to me personally well known, who acknow a ge imse o e e of Arkansas Blue Cross and Blue Shield, a Mutual Insurance Company, and that he, as such officer, being authorized by proper resolution of its Board of Directors, had executed the foregoing instrument for the consideration and purposes therein contained by signing the name of the Company by himself as such officer. WITNESS my hand and official seal this _ day of December, 1990. Notary Public ACKNOWLEDGMENT STATE OF ARKANSAS) ) ss COUNTY OF PULASKI)-- On this day before me, the undersigned officer, personally appeared and , to me personally well known, wh-o--a-OdTowledged themselves to Be the Mayor and City Clerk, respectively, of the City of Little Rock, Arkansas, and that they, as such officials, being authorized by proper resolution of its Board of Directors, had executed the foregoing instrument for the consideration and 495 purposes therein contained by signing the name of the City by themselves as such officers. WITNESS my hand and official seal this day of December, 1990. Notary Public My Commission Expires: M = I M EXHIBIT "A" PARCEL A Certain airspace beginning 14 feet 6 inches above existing pavement on the following described property located West of Lot 5, Block 95, Original City, Little Rock, Arkansas: Beginning at the Southwest Corner of Lot 6, Block 95, Original City, Little Rock, Arkansas; thence North 6 degrees 48 minutes 24 seconds East 63.4 feet to the point of beginning; thence North 83 degrees 14 minutes 41 seconds West 60 feet; thence North 6 degrees 48 minutes 24 seconds East 19.0 feet; thence South 83 degrees 14 minutes 41 -seconds East 60 feet; thence South 6 degrees 48 minutes 24 seconds West 19.0 feet to the point of beginning. PARCEL B All that certain airspace beginning 15, above existing pavement on the following described property located North of Lot 1, Block 95, Original City, Little Rock, Arkansas: Beginning at the Northeast corner of Lot 1, Block 95, Original City, Little Rock, Arkansas; thence N 83'14111 "W 30' to the point of beginning; thence N 83'14'11 "W 161; thence N 6'48124 "E 601; thence S 83'14111 "E 161; thence S 6'48124 "W 60, to the point of beginning. PARCEL C All that certain airspace beginning 1317" above existing pavement on the following described property located in Block 96, Original City of Little Rock, Arkansas. Beginning at the Southeast corner of Lot 6, Block 96, Original City; then N 6'48107 "E 120.01; then S 83'14141 "E 20.01; thence S 6'48107 "N 120.01; thence N 83'14111 "W 20.0' to the point of beginning. HM