Assignment of Partnership Interest Affidavit

State of ____________ }
County of __________ }ss.

The undersigned ("Assignor"), being a partner in _________________ , a partnership
(the "Partnership"), being duly sworn, deposes and says:

1. Assignor is the sole legal, record and beneficial owner of, and has good title to
a ________ percent interest in the Partnership (the "Partnership Interest"), subject to no mortgage, pledge, hypothecation, assignment, encumbrance, security agreement or lien of any kind or nature whatsoever;

2. Assignor has the legal right to execute, deliver and perform an assignment of the Partnership Interest and assign the Partnership Interest pursuant to such assignment; and

3. No security agreements or any other lien instruments have been executed and delivered, and no financing statements or any other notice of any lien have been filed in any jurisdiction, granting or purporting to grant a security interest in or create a lien on the Partnership Interest.

The foregoing statements are made to induce the First American Title Insurance Company of New York to issue title insurance pursuant to title commitment No. ______________ .

_____________________

 

Sworn to before me this
_____ day of ________ , 19___

_______________________
NOTARY PUBLIC