AP NARROWS LP ASSIGNMENT AND ASSUMPTION AGREEMENT Assignment Agreement, dated , 2016, by and between Leon D. Black (the "Assignor") and Bradley J. Wechsler, as Trustee (the "Trustee") of the trust created under the Agreement known as the APO-B Trust dated May 20, 2015 between Leon D. Black, as Grantor, and the Trustee (the "Assignee"). WHEREAS, the Assignor owns the Class B General Partnership Interest (the "Partnership Interest") in AP Narrows LP, a Delaware limited partnership (the "Partnership"); WHEREAS, pursuant to the Purchase and Sale Agreement of even date herewith (the "Purchase Agreement"), the Assignor sold its Partnership Interest to the Assignee in exchange for the Purchase Price (as defined in the Purchase Agreement); WHEREAS, pursuant to Sections 9.1 and 9.2 of the Partnership's Agreement of Limited Partnership dated February 24, 2015 (the "LP Agreement"), the transferee of a General Partnership Interest may not be admitted as a substituted General Partner unless: (i) the transfer conforms with Section 6.1, Section 6.2 or Section 8.6.1 of the LP Agreement; (ii) in the case of a transfer in accordance with Section 6.1 or Section 6.2, the Class A General Partners have received a written instrument executed by the transferor, which instrument transfers to the transferee all or part of the transferor's Partnership Interest; (iii) the transferee has approved and adopted all of the provisions of the LP Agreement by written instrument delivered to the Class A General Partners; (iv) the transferee has paid or agreed to pay all reasonable expenses relating to such admission; and (v) a majority in interest of the Partners have provided written consent to the admission of such transferee as a Class B General Partner; WHEREAS, pursuant to Section 6.2 of the LP Agreement, where a transferee is an Eligible Person (as such term is defined in the LP Agreement), a Partner may sell, assign or otherwise transfer all or any part of such Partner's