exhibit 10. 11 assignment agreement this assignment agreement is made as of this 20th day of april 2012, between mr. oscar antonio brito, of legal age, domiciled in the city of miami, ( the “ assignor ” ), and urban properties llc, a limited liability company domiciled and existing in accordance to the laws of the state of delaware of the united states of america ( the “ assignee ” ), the parties hereto agree as follow : whereas, on february 10, 2012, assignor entered into an shares purchase option ( the “ shares purchase option ” ) with mr. alonso francisco van der biest anez and mrs. ana belen espinoza de van der biest, both of legal age, domiciled in the city of caracas, bolivarian republic of venezuela ( the “ sellers ” ) ; and whereas, pursuant to the shares purchase option, the sellers agreed to sell to the assignor, and the assignor agreed to purchase, 100 % of the shares of “ promotora alon - bell, ca. ”, a corporation domiciled and existing in accordance to the laws of the bolivarian republic of venezuela, subject to and in accordance with the terms and conditions contained in that document. this company's by - laws were duly registered on may 10'i, 1994, at the second commercial registry of the judicial circumscription of capital district and miranda state on the bolivarian republic of venezuela, under number 49, volume 35 - a - sndo ; and whereas, pursuant to the shares purchase option agreement, assignor declares having paid the amount of $ 20, 000 ( twenty - thousand us dollars ) towards the price of the purchase. additionally, assignor is obligated to execute payment of $ 100, 000 ( one hundred thousand us dollars ) owed towards the price of the purchase agreement, on or before may 31, 2012. the remaining price of $ 400, 000 shall be the responsibility of assignee. this amount is due to the seller in the shares purchase option agreement on or before july 31, 2012. now, therefore, in consideration of the premises, the parties agree as follows : 2. 3. 4. 5. 6. assignor : 888 brickell key dr, suite 1102, miami, fl 33131 assignee : 888 brickell key dr., suite 1102, miami, fl 33131. / s / oscar brito oscar brit