Common use of Consent to Permitted Transfers Clause in Contracts

Consent to Permitted Transfers. The Township hereby consents, without the necessity of further approvals from any entity, to the following Transfers each hereinafter a “Permitted Transfer”: (i) a Mortgage or related security granted by Redeveloper to a Mortgagee for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Agreement, including any Mortgage or Mortgages and other liens and encumbrances granted by Redeveloper to a Mortgagee for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the mortgagee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such Mortgagee; or (ii) an equity interest or other interest granted by Redeveloper to a historic preservation tax credit investor in order to facilitate historic tax credit financing, provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the transferee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such investor; or (iii) Transfers of easements or dedications of property as may be required as conditions of Governmental Approvals; or (iv) Sale of individual units to the extent that all, or a portion of, the Phase 1 Project shall be converted to “for sale”; or (v) a pledge of membership interests of the Redeveloper, DGP Edison LLC, or related security interest granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Agreement, including any liens and encumbrances granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the lender and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such lender; or (vi) Any Transfers permitted pursuant to the provisions of Section 8.2 hereof. The Township recognizes and acknowledges that financing of the Phase 1 Project is likely to include one or more of equity participations, “mezzanine” debt, and other financing arrangements in addition to a Mortgage and/or the historic preservation tax credits described above. The Township agrees to consider such financing arrangements in good faith and, unless such transfer is already permitted by Section 8.2 (in which case the Township’s consent is not required) will not unreasonably withhold or delay its consent to such arrangements if they do not result in a change in control of Redeveloper or materially and negatively affect the Township’s ability to enforce its rights under this Agreement.

Consent to Permitted Transfers. The Township hereby consents, without the necessity of further approvals from any entity, to the following Transfers each hereinafter a “Permitted Transfer”Transfers: (i) a Mortgage or related security granted by Redeveloper to a Mortgagee for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Redevelopment Agreement, including any Mortgage or Mortgages and other liens and encumbrances granted by Redeveloper to a Mortgagee for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the mortgagee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such Mortgagee; or (ii) an equity interest or other interest granted by Redeveloper to a historic preservation tax credit investor in order to facilitate historic tax credit financing, provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the transferee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such investorMortgagee; or (iiiii) Transfers of easements or dedications of property as may be required as conditions of Governmental Approvals; or (iviii) Sale Sales of individual condominium units to the extent that all, or a portion of, the Phase 1 Project shall be converted to “for sale”; or (v) a pledge of membership interests of the Redeveloper, DGP Edison LLC, or related security interest granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Agreement, including any liens and encumbrances granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the lender and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such lender; or (vi) Any Transfers permitted pursuant to the provisions of Section 8.2 hereofend users thereof. The Township recognizes and acknowledges that financing of the Phase 1 Project is likely to include one or more of equity participations, “mezzanine” debt, and other financing arrangements in addition to a Mortgage and/or the historic preservation tax credits described aboveMortgage. The Township agrees to consider such financing arrangements in good faith and, unless such transfer is already permitted by Section 8.2 (in which case the Township’s consent is not required) and will not unreasonably withhold or delay its consent to such arrangements if they do not result in a change in control of Redeveloper or materially and negatively affect the Township’s ability to enforce its rights under this Agreement.

Consent to Permitted Transfers. The Township Town hereby consents, without the necessity of further approvals from any entity, to the following Transfers each hereinafter (each, a “Permitted Transfer”:): (i) a A Mortgage or related security granted by Redeveloper to a Mortgagee for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Redevelopment Agreement, including any Mortgage or Mortgages and other liens and encumbrances granted by Redeveloper to a Mortgagee for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project and not any transaction or project unrelated to the Project; provided, however, that Redeveloper shall give the Township Town at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the mortgagee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such Mortgagee; or; (ii) an equity interest or other interest granted by Redeveloper to a historic preservation tax credit investor in order to facilitate historic tax credit financing, provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the transferee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such investor; or (iii) Transfers of easements or dedications of property portions or interests in the Project Area as may be required for utilities for the Project or otherwise as conditions of Governmental Approvals; or, including but not limited to any sanitary sewer easement required by the Planning Board Approvals; (iii) environmental covenants and restrictions imposed by a regulatory agency as a condition of any permit or approval; (iv) Sale of individual units a lease agreement to the extent that alla tenant, unit purchaser, or a portion of, end user of the Phase 1 Project shall be converted to “for sale”; orProject; (v) a pledge of membership interests Transfer to an Affiliate of the Redeveloper, DGP Edison LLCto one of the Existing Members, or related security interest granted to an entity controlled by Redeveloperone or more of the Existing Members; (vi) the implementation of easements, DGP Edison LLCreciprocal easement agreements, or other documentation providing for maintenance, access drainage and other items necessary for the implementation of the Project, to a lender for the purpose of obtaining extent necessary in connection with any subdivision to be sought on the financing necessary to enable Redeveloper to perform its obligations under this Agreement, including any liens and encumbrances granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the lender and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such lenderProject Area; or (vivii) Any Transfers permitted a Transfer pursuant to the provisions of Section 8.2 hereof. The Township recognizes and acknowledges that financing of the Phase 1 Project is likely to include one or more of equity participations, “mezzanine” debta Foreclosure, and other financing arrangements in addition to a Mortgage any Transfer by any Mortgagee or any Mortgagee’s successor and/or the historic preservation tax credits described above. The Township agrees to consider such financing arrangements in good faith and, unless such transfer is already permitted by Section 8.2 (in which case the Township’s consent is not required) will not unreasonably withhold or delay its consent to such arrangements if they do not result in a change in control of Redeveloper or materially and negatively affect the Township’s ability to enforce its rights under this Agreementassigns after Foreclosure.

Consent to Permitted Transfers. The Township hereby consents, without the necessity of further approvals from any entity, to the following Transfers each hereinafter a “Permitted Transfer”Transfers: (ia) a Mortgage or related security granted by Redeveloper to a Mortgagee for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Redevelopment Agreement, including any Mortgage or Mortgages and other liens and encumbrances granted by Redeveloper to a Mortgagee for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the mortgagee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such Mortgagee; or (ii) an equity interest or other interest granted by Redeveloper to a historic preservation tax credit investor in order to facilitate historic tax credit financing, provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the transferee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules Project Schedules and project budgets submitted to such investorMortgagee; or (iiib) Transfers of easements or dedications of property as may be required as conditions of Governmental Approvals; or. (ivc) Sale Inter-family transfers of individual units to interests in the extent that all, or a portion of, the Phase 1 Project shall be converted to “Redeveloper for sale”; orestate planning purposes. (vd) a pledge of membership interests of the Redeveloper, DGP Edison LLC, or related security interest granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Agreement, including any liens and encumbrances granted by Redeveloper, DGP Edison LLC, to a lender for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the lender and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such lender; or (vi) Any Transfers permitted pursuant to the provisions of Section 8.2 hereof. The Township recognizes and acknowledges that financing of the Phase 1 Project is likely to include one or more of equity participations, “mezzanine” debt, and other financing arrangements in addition to a Mortgage and/or the historic preservation tax credits described aboveMortgage. The Township agrees to consider such Such financing arrangements shall be reviewed and approved by the Mayor in good faith and, unless such transfer is already permitted by Section 8.2 (in which case the Township’s consent is not required) and he will not unreasonably withhold or delay its his consent to such arrangements if they do not result in a change in control of Redeveloper or materially and negatively affect the Township’s ability to enforce its rights under this Agreement.

Consent to Permitted Transfers. The Township hereby consents, without the necessity of further approvals from any entity, to the following Transfers each hereinafter (each, a “Permitted Transfer”:): (i) a A Mortgage or related security granted by Redeveloper to a Mortgagee for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Redevelopment Agreement, including any Mortgage or Mortgages and other liens and encumbrances granted by Redeveloper to a Mortgagee for the purpose of financing costs associated with the acquisition, development, construction, or marketing of the Phase 1 Project and not any transaction or project unrelated to the Project; provided, however, that Redeveloper shall give the Township at least fifteen ten (1510) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the mortgagee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such Mortgagee; or (ii) an equity interest or other interest granted by Redeveloper to a historic preservation tax credit investor in order to facilitate historic tax credit financing, provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description of the nature of such Transfer, and the name(s) and address(es) of the transferee and any parties, individuals or entities involved in such Permitted Transfer; and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such investor; or (iii) Transfers of easements or dedications of property portions or interests in the Property as may be required for utilities for the Project or otherwise as conditions of Governmental Approvals; or; (iii) Environmental covenants and restrictions imposed by a regulatory agency as a condition of any permit or approval; (iv) Sale of individual units A lease or option agreement to the extent that all, or a portion of, the Phase 1 Project shall be converted to “for sale”; ortenant; (v) Upon completion of the Project and the recording of a pledge Certificate of membership interests Completion in substantially the form provided in Exhibit D hereto, a Transfer to an Affiliate of the Redeveloper, DGP Edison LLC, or related security interest granted by Redeveloper, DGP Edison LLCto one of the Existing Members, to a lender for the purpose of obtaining the financing necessary to enable Redeveloper to perform its obligations under this Agreement, including any liens and encumbrances granted an entity Controlled by Redeveloper, DGP Edison LLC, to a lender for the purpose of financing costs associated with the acquisition, development, construction, or marketing one of the Phase 1 Project; provided, however, that Redeveloper shall give the Township at least fifteen (15) days prior written notice of such Permitted Transfer, including a description Existing Members or transfers to any successor entity which purchases all of the nature assets, stock or membership interest of such Transfer, and the name(s) and address(es) of the lender and any parties, individuals or entities involved in such Permitted TransferRedeveloper (and/or Redeveloper’s parent corporation and/or Affiliates); and provided further, that Redeveloper shall simultaneously provide to the Township true and complete copies of all construction schedules and project budgets submitted to such lender; orand (vi) Any Transfers permitted pursuant to A Transfer by means of inheritance, devise or bequest or by operation of law upon an Immediate Family Member, or a trust established for the provisions benefit of Section 8.2 hereof. The Township recognizes and acknowledges that financing of the Phase 1 Project is likely to include one or more of equity participations, “mezzanine” debt, and other financing arrangements in addition to a Mortgage and/or the historic preservation tax credits described above. The Township agrees to consider such financing arrangements in good faith Immediate Family Member; and, unless such transfer is already permitted by Section 8.2 (in which case the Township’s consent is not required) will not unreasonably withhold or delay its consent to such arrangements if they do not result in a change in control of Redeveloper or materially and negatively affect the Township’s ability to enforce its rights under this Agreement.