CBL/REIT Board Approval; Agreement Binding on Parties. The effectiveness of this Agreement is subject to the approval of the Board of Directors of CBL/REIT within 72 hours following execution thereof by CBL/OP. Subject only to such Board approval, this Agreement, and the terms, covenants, and conditions contained herein, shall inure to the benefit of and be binding upon the heirs, personal representatives, successors, and assigns of each of the parties hereto. CBL/OP may assign CBL/OP's rights under this Agreement only upon the following conditions: (a) the assignee of CBL/OP must be an entity which is directly owned or controlled by CBL/OP; (b) the Deposit must have been delivered to Escrow Agent in accordance with Section 3.2.1 above; (c) CBL/OP shall remain primarily liable for the performance of CBL/OP's obligations under this Agreement; and (d) the assignee must expressly assume in writing all of CBL/OP's obligations under this Agreement, and CBL/OP shall deliver to Property Owner and Contributors a copy of the fully executed written assignment and assumption agreement between CBL/OP and such assignee at or before the Closing.
Appears in 2 contracts
Samples: Contribution Agreement (CBL & Associates Properties Inc), Contribution Agreement (CBL & Associates Properties Inc)
CBL/REIT Board Approval; Agreement Binding on Parties. The effectiveness of this Agreement is subject to the approval of the Board of Directors of CBL/REIT within 72 hours following execution thereof by CBL/OP. Subject only to such Board approval, this Agreement, and the terms, covenants, and conditions contained herein, shall inure to the benefit of and be binding upon the heirs, personal representatives, successors, and assigns of each of the parties hereto. CBL/OP may assign CBL/OP's rights under this Agreement only upon the following conditions: (a) the assignee of CBL/OP must be an entity which is directly owned or controlled by CBL/OP; (b) the Deposit must have been delivered to Escrow Agent in accordance with Section 3.2.1 above; (c) CBL/OP shall remain primarily liable for the performance of CBL/OP's obligations under this Agreement; and (d) the assignee must expressly assume in writing all of CBL/OP's obligations under this Agreement, and CBL/OP shall deliver to Property Owner and Contributors a copy of the fully executed written assignment and assumption agreement between CBL/OP and such assignee at or before the Closing.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (CBL & Associates Properties Inc), Purchase and Sale Agreement (CBL & Associates Properties Inc)