Exhibit 10.2


 


ASSIGNMENT AND ASSUMPTION OF LETTER AGREEMENT



 


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 Layton Pointe, L.L.C., a Delaware limited liability
company (“Assignee”), all of Assignor’s right, title and interest as a party to that certain Letter Agreement
dated June 24, 2014 (as amended, the “Purchase Agreement”) by and between Assignor, as the buyer, and Layton Pointe,
L.C., a Utah limited liability company, and Eagle Pointe Financial Group, Inc., a Utah corporation, collectively as the seller,
with respect to the purchase and sale of certain real property and improvements listed on Exhibit A attached hereto and
as further described in the Purchase Agreement (“Property”).


 


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 Property; provided, however, Assignor agrees to remain liable under the
Purchase Agreement as if Assignor is still a party to such Purchase Agreement.


 


This Assignment is effective
as of the 4th day of August, 2014.


 


	ASSIGNOR:	 	
        Inland Real Estate Acquisitions, Inc.,

        an Illinois corporation

	 	 	 	 	 
	 	 	By:	/s/ Lou Quilici
	 	 	Name:	Lou Quilici
	 	 	Its:	SRVP
	 	 	 	 	 
	ASSIGNEE:	 	
        IREIT Layton Pointe, L.L.C., a Delaware

        Limited liability company

	 	 	 	 	 
	 	 	By:	
        Inland Real Estate Income Trust, Inc.,

        a Maryland corporation, its sole member

	 	 	 	 	 
	 	 	 	By:	/s/ Marcia L. Grant
	 	 	 	Name:	Marcia L. Grant
	 	 	 	Its:	Assistant Secretary


 




    	 



    	 



    

EXHIBIT A


 


LEGAL DESCRIPTION


 


PARCEL 1


 


All of Lot 1, HARRIS POINTE SUBDIVISION, LAYTON
CITY, according to the Official Plat thereof, recorded in the Office of the County Recorder of DAVIS County, State of Utah.


 


Tax Parcel No. 09-371-0001


 


 


PARCEL 5


 


BEGINNING ON THE NORTH LINE OF ANTELOPE DRIVE
AT A POINT THAT IS NORTH 89o55'10" EAST 1851.10 FEET AND NORTH 00o10'30" EAST 46.67 FEET FROM THE SOUTHWEST
CORNER OF SECTION 8, TOWNSHIP 4 NORTH, RANGE 1 WEST, SALT LAKE BASE AND MERIDIAN; AND RUNNING THENCE NORTH 00o10'30"
EAST 211.92 FEET; THENCE NORTH 89o55'10" EAST 148.06 FEET; THENCE SOUTH 00o10'30" WEST 211.92 FEET TO SAID
NORTH LINE OF ANTELOPE DRIVE; THENCE SOUTH 89o55'10" WEST 148.06 FEET ALONG SAID NORTH LINE TO THE POINT OF BEGINNING.


 


Tax Parcel No. 09-036-0061


 


 


PARCEL 6


 


BEGINNING ON THE NORTH LINE OF ANTELOPE DRIVE
AT A POINT THAT IS NORTH 89o55'10" EAST 1832.60 FEET AND NORTH 00o10'30" EAST 46.67 FEET FROM THE SOUTHWEST
CORNER OF SECTION 8, TOWNSHIP 4 NORTH, RANGE 1 WEST, SALT LAKE BASE AND MERIDIAN; THENCE NORTH 00o10'30" EAST 70.00 FEET;
THENCE SOUTH 89o49'30" EAST 18.50 FEET; THENCE SOUTH 00o10'30" WEST 69.92 FEET TO THE NORTH LINE OF SAID ANTELOPE
DRIVE; THENCE SOUTH 89o55'10" WEST 18.50 FEET ALONG SAID NORTH LINE TO THE POINT OF BEGINNING.


 


Tax Parcel No. 09-036-0062