TTRG Assignment of Agreement

ASSIGNMENT AND ASSUMPTION  
(SRP – City of Glendale Maintenance Agreement) 
THIS ASSIGNMENT AND ASSUMPTION dated this ____ day of _______ 2023 is by 
and between THE CITY OF GLENDALE, an Arizona municipal corporation (“Glendale”), and 
TTRG GLENDALE 101 NORTHERN AZ, LLC, a Delaware limited liability company 
(“TTRG”). 
WHEREAS, Glendale and Salt River Project Agriculture Improvement and Power District 
(“SRP”) entered into that certain SRP – City of Glendale Maintenance Agreement (101& Northern 
Ave. Commercial Center) dated ____________, (the “Maintenance Agreement”) a copy of 
which is attached hereto and incorporated herein as Exhibit A; and 
WHEREAS, Pursuant to the terms of the Maintenance Agreement, Glendale is allowed to 
assign its obligations under the Maintenance Agreement to a permitted assignee; and  
WHEREAS, Glendale desires to assign its reimbursement obligations under the 
Maintenance Agreement to TTRG, and TTRG is willing to assume Glendale’s reimbursement 
obligations thereunder, as provided herein. 
NOW, THEREFORE, for valuable consideration the receipt and sufficiency of which are 
hereby acknowledged, Glendale and TTRG hereby agree as follows: 
1. 
Definitions.  Capitalized terms used but not defined in this agreement shall have 
the meanings assigned to them in the Maintenance Agreement. 
  
2. 
Assignment.  Glendale hereby assigns to TTRG the reimbursement obligations of 
Glendale under the Maintenance Agreement until such time as the Maintenance Agreement is 
terminated as set forth in the Maintenance Agreement. 
3. 
Assumption.  TTRG hereby assumes Glendale’s reimbursement obligations under 
the Maintenance Agreement for the actual costs incurred by SRP to maintain the Pipeline, to the 
extent such costs are increased due to the Project. TTRG agrees to reimburse Glendale within thirty 
(30) days of its receipt of a bill from Glendale for the costs incurred by SRP to maintain the Pipeline 
in accordance with the Maintenance Agreement.  
4. 
This agreement shall be interpreted, governed by and construed in accordance with 
the substantive and procedural laws of the State of Arizona, without regard to conflicts of law 
principles. TTRG and Glendale agree that any action, suit, or proceeding arising out of or relating 
to this Agreement shall be initiated and prosecuted in Maricopa Superior Court located in 
Maricopa County, Arizona, and the parties irrevocably submit to the jurisdiction and venue of such 
court.

IN WITNESS WHEREOF, Glendale and TTRG have executed this Assignment and 
Assumption. 
TTRG GLENDALE 101 NORTHERN 
 
 
AZ, LLC 
 
By: _____________________________ 
 
 
Name:  __________________________ 
 
 
Its:  _____________________________ 
 
 
 
CITY OF GLENDALE 
 
 
_____________________________________ 
 Kevin R. Phelps 
City Manager 
 
 
 
ATTEST: 
 
_____________________________ 
Julie K. Bower, City Clerk       (Seal) 
 
 
APPROVED AS TO FORM: 
 
______________________________ 
Michael D. Bailey,  
City Attorney