Assignment by StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority, except as provided in Article 17 of the Stadium Lease. Any and all Assignments shall be subject to the terms of Article 17 of the Stadium Lease even though the term of the Stadium Lease has not commenced.
Assignment by StadCo. (a) The GWCCA and Invest Atlanta will each have the right to approve any assignments by StadCo of this Funding Agreement other than:
(i) assignments in connection with a sale of the Club’s NFL franchise and related assets that is approved by the NFL, and where the new owner assumes all obligations under the Stadium License Agreement, the Club Sublicense Agreement and all related agreements (including the Project Documents); provided, however, that the GWCCA and Invest Atlanta will each have the right to approve any assignment by StadCo or the Club if, during the seven (7) year period immediately preceding such assignment, the new owner or any controlling person of the new owner has been convicted in a federal or state felony criminal proceeding of a crime of moral turpitude, unless the same shall have been subsequently reversed, vacated, annulled, or otherwise rendered of no effect under applicable Governmental Rule; provided, however that a suspension, a suspended sentence, a pardon, or a deferred adjudication shall not be considered to render any such conviction of no effect;
(ii) any lease or license of space in the NSP, provided that such lease or license of space in the NSP is entered into by StadCo or the Club in the ordinary course of its operations and purposes relating to the provision of concessions (or the sale of goods) at the NSP and that support the operations of the NSP; or
(iii) any assignment, transfer, mortgage, pledge or encumbrance of any of StadCo’s receivables, accounts or revenue streams from the NSP provided the same is subject and subordinate to the Stadium License Agreement or the Club Sublicense Agreement, as applicable, and the other Project Documents.
(b) In case of any permitted assignment described in Section 6.12(a)(i), StadCo and the Club will be relieved of all obligations under this Funding Agreement and the Project Documents, which will be fully assumed by the new owner.
(c) Neither the GWCCA nor Invest Atlanta will have approval rights over any change in control of StadCo or the Club so long as (i) the NFL has approved such change in control and (ii) no controlling person during the seven (7) year period immediately preceding such change in control, has been convicted in a federal or state felony criminal proceeding of a crime of moral turpitude, unless the same shall have been subsequently reversed, vacated, annulled, or otherwise rendered of no effect under applicable Governmental Rule; provided, however that a suspen...
Assignment by StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license, or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority, except as provided in Article 17 of the Stadium Lease, and the prior receipt of all necessary MLB Approvals, except as provided in Article 17 of the Stadium Lease. Any and all Assignments shall be subject to the terms of Article 17 of the Stadium Lease even though the term of the Stadium Lease has not commenced.
Assignment by StadCo. (i) StadCo may transfer its interest (in whole or in part, by operation of law, or otherwise), whether by security agreement, collateral assignment, or transfer of any other kind (collectively, “Assign”), in this Agreement or any of its rights or obligations under this Agreement, without the prior written consent of Naming Rights Partner, to an Affiliate or to any Person in connection with a sale or transfer of the Stadium Complex or the sale or transfer of the [***]. In connection with any such assignment (each, an “Assignment”), StadCo shall [***], and provided that [***]. Effective as of the date of such Assignment, StadCo shall be relieved of any further obligations under this Agreement. For the avoidance of doubt, the Parties acknowledge that all or part of the ownership interest in either of the Teams or control of either of the Teams may be transferred in any manner permitted by Law and by the NFL without the prior consent of Naming Rights Partner.
(ii) StadCo may sublicense any of its intellectual property rights arising under this Agreement, without the prior written consent of Naming Rights Partner, for purposes of facilitating the use or exploitation thereof for the benefit of StadCo as contemplated under this Agreement, provided that no such sublicense shall relieve StadCo of any of its obligations to Naming Rights Partner under this Agreement.
(iii) StadCo shall have the right to Assign this Agreement and any or all of its rights under this Agreement, including its right to receive payments from Naming Rights Partner under this Agreement, without the prior written consent of Naming Rights Partner, to any bank, lending or financing institution, or any other lender; any guarantor or insurer of any financing; or any trustee, collateral agent, fiduciary, or other entity appointed in connection with such financing (each, a “Finance Counterparty”) to secure any indebtedness of StadCo, including any securitization (each, a “Financing”). If StadCo notifies Naming Rights Partner of any such Assignment to a Finance Counterparty, then Naming Rights Partner shall, if and when requested by any such Finance Counterparty in writing, pay all amounts payable to StadCo by Naming Rights Partner under this Agreement directly to such Finance Counterparty or designated servicer of any of the foregoing. In connection therewith, Naming Rights Partner shall provide such further assurances and additional documentation as is reasonably requested by such Finance Counterp...
Assignment by StadCo. StadCo may not assign its rights or duties hereunder without the prior written consent of the GWCCA, except that such consent will not be required in connection with any assignment that will be permitted under Section 3.5 of the Transaction Agreement or Section 16.1 of the Stadium License Agreement. If StadCo contracts with any third parties to perform any of StadCo’s obligations under this PSL Agreement, StadCo will be as fully responsible to the GWCCA for the acts and omissions of such third parties, and of persons either directly or indirectly employed by them, as StadCo is for the acts and omissions of persons directly employed by it.
