Exhibit 10.3


 


ASSIGNMENT AND ASSUMPTION OF PURCHASE
AGREEMENT LETTER 


 


For good and valuable consideration
the receipt and sufficiency of which is hereby acknowledged, the undersigned Inland Real Estate Acquisitions, Inc., an Illinois
corporation (“Assignor”) hereby assigns to IREIT LaGrange Hamilton DG, L.L.C., a Delaware limited liability
company, IREIT LaGrange Wares Cross DG, L.L.C., a Delaware limited liability company, IREIT Brooks DG, L.L.C., a
Delaware limited liability company, IREIT Maryville DG, L.L.C., a Delaware limited liability company, IREIT Valley DG,
L.L.C., a Delaware limited liability company,  IREIT Daleville DG, L.L.C., a Delaware limited liability company and
IREIT Mobile Moffett DG, L.L.C., a Delaware limited liability company (collectively, “Assignee”) all of Assignor’s
right, title and interest to purchase those properties leased to Dolgencorp, LLC which are located at (i) 2956 Hamilton Road, LaGrange,
Georgia, (ii) 112 Wares Cross Road, LaGrange, Georgia, (iii) 7768 Newnan Road, Brooks, Georgia, (iv) 109 Sam Houston School Road,
Maryville, Tennessee, (v) 4919 Lee Road 270, Valley, Alabama, (vi) 501 E. Main Street, Daleville, Alabama and (vii) 5475 Moffett
Road, Mobile, Alabama (“Properties”) pursuant to that certain Purchase Agreement Letter between Assignor, as purchaser,
and Highwood Investments, LLC, as seller, dated September 5, 2012 (the “Purchase Agreement Letter”).


 


By execution hereof by
Assignee, Assignee for itself and its successors and assigns hereby accepts the assignment and assumes all of the obligations of
Assignor under the Purchase Agreement with respect to the Properties.


 


This Assignment and Assumption
of Purchase Agreement Letter is effective as of the 28th day of December, 2012.


 


ASSIGNOR:Inland
Real Estate Acquisitions, Inc., an Illinois corporation


 


By:  /s G. Joseph Cosenza



 


Name: G. Joseph Cosenza


 


Title:  President


 


 


ASSIGNEE:


 


IREIT LaGrange Hamilton DG, L.L.C., a Delaware limited liability
company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer 


 


IREIT LaGrange Wares Cross DG, L.L.C., a Delaware limited
liability company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer 


 


 


IREIT Brooks DG, L.L.C., a Delaware limited liability company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer 


 


IREIT Maryville DG, L.L.C., a Delaware limited liability
company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer 


 


IREIT Valley DG, L.L.C., a Delaware limited liability company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer 


 


 


IREIT Daleville DG, L.L.C., a Delaware limited liability
company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer 


 


 


IREIT Mobile Moffett DG, L.L.C., a Delaware limited liability
company


 


By: IREIT DG SPE II Member, L.L.C., a Delaware limited liability
company, its Sole Member


 


By: Inland Real Estate Income Trust, Inc., a Maryland corporation,
its Sole Member


 


By: /s David Z. Lichterman 


Name: David Z. Lichterman


Title: Treasurer/Chief Accounting Officer