Exhibit 10.2


    EXHIBIT
      10.2

    


    ASSIGNMENT
      OF CONTRACT RIGHTS AND OBLIGATIONS

    


    


    Assignment
      dated November 29, 2004 between Duane Bennett ("Assignor") and Bluesky Systems,
      Corp., a Pennsylvania Corporation ("Assignee").

    


    WHEREAS,
      Assignor is a party to that certain agreement dated August 27, 2003, captioned
      "Lessard Property Management Services, Inc. Residential Property Management
      Agreement," a copy of which is attached hereto as Exhibit A;

    


    WHEREAS,
      Assignor has reorganized the ownership of one of the properties under management
      by Lessard Property Management Services, Inc. ("Lessard") so that such property
      is now owned by Assignee, and now desires to transfer the rights and obligations
      under Lessard's agreement (Exhibit A) to the Assignee as well; and

    


    WHEREAS,
      Assignee would like to receive an assignment of both the rights and obligations
      of Lessard's Agreement (Exhibit A);

    


    NOW
      THEREFORE, in consideration of the mutual promises and agreements set forth
      herein, and other valuable consideration, the receipt and sufficiency of which
      both parties hereby acknowledge, the parties agree as follows:

    


    1. Assignor
      hereby assigns its rights and obligations under Lessard's Agreement (as set
      forth in Exhibit A) to the following limited extent: the assignment of rights
      and obligations shall apply only to the apartment house located at 192 School
      Street, Chicopee, Massachusetts. Assignor shall retain all other rights and
      obligations not specifically pertaining to the apartment house at 192 School
      Street.

    


    2. Assignee
      hereby agrees to receive and honor the foregoing assigned rights and
      obligations.

    


    3. Said
      assignment is expressly conditioned on Lessard's written approval and consent
      of
      same.

    


    4. Once
      Lessard approves and consents to this assignment, Assignor shall be released
      from and held harmless from all liability or obligations assigned by this
      Assignment, and shall have no further legal responsibility for them. Likewise,
      upon Lessard's approval and consent, Assignor releases and holds harmless
      Assignee and Lessard from all liability or obligations to Assignee, and waives
      all further claims arising from or related to the rights assigned
      herein.

    


    
      
        
        

      

      
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    IN
      WITNESS WHEREOF, the parties have signed this agreement below.

    


    BLUESKY
      SYSTEMS, CORP. (Assignee)  Assignor

    


    


    /s/
      Duane Bennett     /s/
      Duane Bennett

    By:
      Duane
      Bennett, President   Duane
      Bennett, in his individual capacity

    


    


    On
      behalf
      of Lessard Property Management Services, Inc., I am authorized to approve and
      consent to the foregoing assignment, effective as of the date first appearing
      above.

    


    LESSARD
      PROPERTY MANAGEMENT

    SERVICES,
      INC.

    


    


    /s/
      Paul D. Lessard    

    By:
      Paul
      D. Lessard, President

     

     

    
      
        
        

      

      
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