ASSIGNMENT AND ASSUMPTION OF RIGHTS
UNDER

REAL ESTATE SALE AGREEMENT


For
good and valuable consideration, the receipt and adequacy of which is hereby
acknowledged, PHILLIPS EDISON GROUP LLC, an Ohio limited liability
company (“Assignor”), hereby assigns, transfers and sets over to KLEINWOOD
STATION LLC (“Assignee”), all of Assignor’s right, title, and interest as
Purchaser to acquire the land and improvements known as Kleinwood Center
located in Spring, Texas (the “Center’) pursuant to a certain Real Estate Sale
Agreement dated as of October 4, 2012, as amended (the “Agreement”) with MCW-RC
III MURRAY LANDING, LLC, a Delaware limited liability company, MCW-RC III
KLEINWOOD CENTER, L.P., a Texas limited partnership, MCS-RC III VINEYARD SHOPPING
CENTER, LLC, a Delaware limited liability company, REGENCY REALTY GROUP, INC.,
a Florida corporation, and REGENCY CENTERS, L.P., successor by merger to
Kleinwood Center, LLC, a Delaware limited liability company (individually and
collectively referred to as “Seller”), as Seller, with respect to, among other
properties, the Center, such assignment to include a prorated portion of the
Deposit (as defined in the Agreement) made by Assignor (such prorata portion to
be determined based upon the percentage of the allocable portion of the
purchase price in the Agreement relating to the Center as against the aggregate
purchase price thereunder).


	
  Dated: 
  March 21, 2013

  	
  PHILLIPS
  EDISON GROUP, LLC,

  an
  Ohio limited liability company

   

  
	
   

  	
  By:   
   PHILLIPS EDISON LIMITED 

  PARTNERSHIP,

            
  a Delaware limited partnership,

           
  Managing Member

   

  
	
   

  	
  By:     PHILLIPS
  EDISON & COMPANY, INC., 

             a
  Maryland corporation, General Partner

   

   

  
	
   

  	
  By:     
   /s/ Robert F. Myers_________________ 

             
  Robert F. Myers, Chief Operating Officer

  
	
   

  	
   

  




 


The
undersigned, Assignee, hereby accepts the foregoing assignment and hereby
assumes and agrees to perform all of Assignor’s obligations under the Agreement
and hereby releases, indemnifies and holds Assignor harmless from any loss,
cost, liability or expense which may be suffered by Assignor in connection with
such Agreement, except for any such loss, cost, liability or expense resulting
from the acts of Assignor in connection with the Agreement taken prior to the
date of this Assignment without the applicable authorization or consent of the
undersigned.


	


  Dated: 
  March 21, 2013

   

   

  	
  KLEINWOOD
  STATION LLC, 

  A
  Delaware limited liability company 

   

   

   

  
	
   

  	
  By:        
   /s/ Richard J. Smith_________________ 

                
  Richard J. Smith, Vice President 

  




 





 









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Schedule to
Exhibit 10.73


 


Substantially
Similar Assignments and Assumptions of Rights under 


Real Estate
Sales Agreement Omitted


 


	
  Property

  	
   

  	
  Assignee

  
	
   

  	
   

  	
   

  
	
  Murray Landing

  	
   

  	
  Murray Station
  LLC

  
	
   

  	
   

  	
   

  
	
  Murray Outlot

  	
   

  	
  Murray Station
  Outlot LLC

  
	
   

  	
   

  	
   

  
	
  Vineyard
  Center

  	
   

  	
  Vineyard
  Station LLC

  
	
   

  	
   

  	
   

  




 











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