Common use of ASSIGNMENT, SALE OR FORECLOSURE Clause in Contracts

ASSIGNMENT, SALE OR FORECLOSURE. (a) The Owner agrees that it has not made and will not make any sale, assignment, or conveyance or transfer in any fashion, of this Contract, the Agreement, the ACC (if applicable), or the project or any part of them or any of its interest in them, without the prior written consent of HUD. However, in the case of an assignment as security for the purpose of obtaining financing of the project, HUD shall consent in writing if HUD has approved the terms of the financing. (b) The Owner agrees to notify HUD (and the PHA where it is the CA) promptly of any proposed action covered by paragraph (a) of this section. The Owner further agrees to request the prior written consent of HUD (and the PHA where it is the CA). (1) For purposes of this section, a sale, assignment, conveyance, or transfer includes but is not limited to one or more of the following: (i) A transfer by the Owner, in whole or in part, (ii) A transfer by a party having a substantial interest in the Owner, (iii) Transfers by more than one party of interests aggregating a substantial interest in the Owner, (iv) Any other similarly significant change in the ownership of interests in the Owner, or in the relative distribution of interests by any other method or means, and (v) Any refinancing by the Owner of the project. (2) An assignment by the Owner to a limited partnership, in which no limited partner has a 25 percent or more interest and of which the Owner is the sole general partner, shall not be considered an assignment, conveyance, or transfer. An assignment by one or more general or limited partners of a limited partnership interest to a limited partner, who will have no more than a 25 percent interest, shall not be considered an assignment, conveyance, or transfer.

ASSIGNMENT, SALE OR FORECLOSURE. (a) The Owner agrees that it has not made and will not make any sale, assignment, or conveyance or transfer in any fashion, of this Contract, the Agreement, the ACC (if applicable), or the project or any part of them or any of its interest in them, without the prior written consent of HUDHUD (and the PHA where it is the CA). However, in the case of an assignment as security for the purpose of obtaining financing of the project, HUD (and the PHA where it is the CA) shall consent in writing if HUD has approved the terms of the financing. (b) The Owner agrees to notify HUD (and the PHA where it is the CA) promptly of any proposed action covered by paragraph (a) of this section. The Owner further agrees to request the prior written consent of HUD (and the PHA where it is the CA). (1) For purposes of this section, a sale, assignment, conveyanceconvey- ance, or transfer includes but is not limited to one or more of the following: (i) A transfer by the Owner, in whole or in part, (ii) A transfer by a party having a substantial interest in the Owner, (iii) Transfers by more than one party of interests aggregating aggre- gating a substantial interest in the Owner, (iv) Any other similarly significant change in the ownership owner- ship of interests in the Owner, or in the relative distribution of interests by any other method or means, and (v) Any refinancing by the Owner of the project. (2) An assignment by the Owner to a limited partnership, in which no limited partner has a 25 percent or more interest and of which the Owner is the sole general partner, shall not be considered an assignment, conveyance, or transfer. An assignment by one or more general or limited partners of a limited partnership interest to a limited partner, who will have no more than a 25 percent interest, shall not be considered an assignment, conveyance, or transfer.