Assignment; Limitation on Conveyance. The Developer agrees that it shall not without the prior written consent of the CITY assign, transfer or convey this Agreement or any provision hereof to another party, unless such assignment is made to: (a) a subsidiary or parent company; (b) any firm or corporation which the Developer controls, is controlled by, or is under common control with; or (c) any partnership in which the Developer has a majority interest (collectively, "Related Company"). In all instances, the transfer, conveyance or assignment must be made with prior written notice of at least thirty (30) days to the CITY.
Assignment; Limitation on Conveyance. Subject to the provisions of ARTICLE XIV, the Developer agrees that it shall not, without prior written consent of the City, transfer or convey this Agreement except to any entity in which Developer or any Affiliate thereof is a majority controlling owner (or with respect to the Hotel Component only, any other entity consistent with the terms of this Agreement) who agrees to develop the Conveyed Property in accordance with the terms of this Agreement. If any such prohibited assignment, transfer, or conveyance is made, the City shall be entitled to recover from the Developer the amount by which the consideration paid or payable to the Developer for such assignment, transfer or conveyance exceeds the amount paid or payable by the Developer to the City. The provisions of this Section 16.2 shall not apply to any Developer Improvement, excluding the Live! Component, upon the Substantial Completion of the construction of such Developer Improvement (exclusive of reasonable punch list items and Tenant Improvements) and this Section XVI.2. shall be null and void upon the Substantial Completion of the Project as set forth in the Master Development Plan (exclusive of punch list items and Tenant Improvements.) Assignment of the Live! Lease shall be in accordance with the terms and conditions as set forth therein.
Assignment; Limitation on Conveyance. Xxxxxxxxx agrees that, with respect to the Project, until the Substantial Completion of the Initial Improvements, it shall not, without the prior written consent of the City (which consent shall not be unreasonably withheld), assign, transfer or convey the Phase I Parcel or any portion thereof, and other than with respect to any governmental takings or related conveyances. Developer further agrees that the Remaining Parcel may not be conveyed in whole or in part (other than with respect to any governmental takings or related conveyances) without the prior written consent of the City (which consent shall not be unreasonably withheld), and shall remain subject to the Second Repurchase Right as set forth in the Deed conveying the Project Parcel to the Developer until Substantial Completion and the Initial Improvements and until Developer has Commenced Construction of the Phase II Improvements (all as more specifically set forth in the Deed). For purposes of clarity, upon Substantial Completion of the Initial Improvements, the limitation on conveyance on the Phase I Parcel (including any other portion of the Project Parcel which is then developed or otherwise serving the Developer’s business operations on the developed portion of the Project Parcel) shall terminate and be of no further force or effect, and at such time as Developer has Substantially Completed the Initial Improvements and Commenced Construction of the Phase II Improvements, the Second Right of Repurchase and the limitation on conveyance on the Remaining Parcel herein shall terminate and be of no further force or effect. Prior to Substantial Completion of the Initial Improvements, Developer shall not, without the prior written consent of the City in its reasonable discretion, convey (i) this Agreement or any provision hereof as it relates to the Project, or (ii) a controlling interest in the Developer. If any such prohibited assignment, transfer or conveyance is made, the City may terminate this Agreement. Notwithstanding the foregoing, Developer may assign, transfer or convey the Project Parcel and this Agreement to an entity which is directly or indirectly controlling, controlled by or under common control with Developer without the prior written consent of the City; provided, however, that no such assignment, transfer or conveyance shall release Developer from any liability or obligation hereunder, and provided any assignee of such assignment enters into an assignment and assumption agreement...
Assignment; Limitation on Conveyance. The Company agrees that, until the payment in full of the XXX Xxxxx, it shall not, without the prior written consent of the City, which shall not be unreasonably withheld, conditioned or delayed, assign, transfer or convey this Agreement or any provision hereof or a controlling interest in the Company. If any such prohibited assignment, transfer or conveyance is made, the obligation of the City to pay any further amounts under the XXX Xxxxx shall immediately terminate.
Assignment; Limitation on Conveyance. The Developer agrees that it shall not without the prior written consent of the City, assign, transfer or convey this Agreement except as authorized in Section 6.4; provided, however, the Developer shall be permitted to transfer title to the Project Parcel to a third party so long as the Developer becomes a tenant of the third party transferee and the Use of the Project Parcel and the Improvements by the Developer does not materially change during the term of this Agreement. If any such prohibited assignment, transfer or conveyance is made, then the City may declare a default and terminate this Agreement immediately upon written notice thereof without the opportunity to cure.
