Common use of Consent to Assign Clause in Contracts

Consent to Assign. 2.14.1 The Developer cannot assign this Agreement without the prior written consent of the Town. The Town will not unreasonably withhold its consent to any assignment provided: (a) the Developer is at the time in good standing under this Agreement, and is not in default under any of the terms of this Agreement; (b) the Person this Agreement is proposed to be assigned to (“Assignee”) agrees in writing, in a form acceptable to the Town Solicitor, to assume all of the outstanding obligations of the Developer under this Agreement including, but not limited to, the Developer's obligation to provide and maintain Securities to assure the due carrying out of this Agreement; (c) the Developer’s Consulting Engineer has agreed to be employed by the Assignee and continue to act as Developer’s Consulting Engineer as required by this Agreement; (d) the encumbrancers have consented to the assignment; and (e) the Assignee must be shown as the registered owner of the Lands. 2.14.2 In the event of the sale of the entire Lands, the Developer shall obtain the purchaser's covenant in writing to assume full and complete responsibility for the performance of the Developer's continuing obligations under this Agreement. Upon any such assignment being completed, the Developer and the Town will have no further obligations to one another under this Agreement. All obligations will be between the Town and the Assignee. However the Town will not return to the Developer any Securities deposited until Securities in a like amount and in a form satisfactory to the Town's Treasurer are deposited with the Town by the Assignee.

Consent to Assign. 2.14.1 The Developer cannot assign this Agreement without the prior written consent of the TownTownship. The Town Township will not unreasonably withhold its consent to any assignment provided: (a) the Developer is at the time in good standing under this Agreement, and is not in default under any of the terms of this Agreement; (b) the Person person this Agreement is proposed to be assigned to (“Assignee”) agrees in writing, in a form acceptable to the Town SolicitorTownship, to assume all of the outstanding obligations of the Developer under this Agreement including, but not limited to, the Developer's ’s obligation to provide and maintain Securities to assure the due carrying out of this Agreement; (c) the Developer’s Consulting Engineer has agreed to be employed by the Assignee and continue to act as Developer’s Consulting Engineer as required by this Agreement. In the alternative, if a new Consulting Engineer has been hired by the Assignee, the Township requires the new Developer’s Consulting Engineer to execute a Declaration that it has reviewed and it is in agreement with the existing designs and drawings; (d) the encumbrancers have consented to the assignment; and (e) the Assignee must be shown as the registered owner of the Lands. 2.14.2 In the event of the sale of the entire Lands, the Developer shall obtain the purchaser's ’s covenant in writing to assume full and complete responsibility for the performance of the Developer's ’s continuing obligations under this Agreementagreement. Upon any such assignment being completed, the Developer and the Town Township will have no further obligations to one another under this Agreement. All obligations will be between the Town Township and the Assignee. However the Town Township will not return to the Developer any Securities deposited until Securities in a like amount manner and in a form satisfactory to the Town's Township’s Treasurer are deposited with the Town Township by the Assignee.