Common use of Consent to Pledge and/or Assignment Clause in Contracts

Consent to Pledge and/or Assignment. The Town hereby acknowledges that the Developer may from time to time pledge and assign its right, title and interest in, to and under this Agreement as collateral for financing improvements by or on behalf of the Developer within the District, although no obligation is hereby imposed on the Developer to make such assignment or pledge. Recognizing this possibility, the Town does hereby consent and agree to the pledge and assignment of all the Developer’s right, title and interest in, to and under this Agreement and in, and to the payments to be made to Developer hereunder, to third parties as collateral or security for financing such development, on one or more occasions during the term hereof. The Town agrees to execute and deliver any assignments, pledge agreements, consents or other confirmations required by such prospective pledgee or assignee, including without limitation recognition of the pledgee or assignee as the holder of all right, title and interest herein and as the payee of amounts due and payable hereunder. The Town agrees to execute and deliver any other documentation as shall confirm to such pledgee or assignee the position of such assignee or pledgee and the irrevocable and binding nature of this Agreement and provide to such pledgee or assignee such rights and/or remedies as the Developer or such pledgee or assignee may reasonably deem necessary for the establishment, perfection and protection of its interest herein without the need for additional approval or action by the Town Council. The Developer shall pay the Town’s costs of counsel with respect to any such pledge or assignment documentation. The Town’s consent to any such pledge or assignment shall not obligate the Town to make payment to the Developer’s pledgee or assignee in circumstances where the Developer, by reason of an uncured breach of the Developer’s obligations under this Agreement, would not be entitled to receive such payment directly from the Town. The Town may also condition any payments under this Agreement to such pledge or assignee upon execution of a prior express written assumption of the Developer’s obligations under this Agreement by such pledgee or assignee.

Consent to Pledge and/or Assignment. The Town hereby acknowledges that it is the intent of the Developer may from time to time pledge and assign its right, title and interest in, to and under this Agreement as collateral for financing improvements by or on behalf of for the Developer within the DistrictProject, although no obligation is hereby imposed on the Developer to make such assignment or pledge. Recognizing this possibilityintention, the Town does hereby consent and agree to the pledge and assignment of all the Developer’s 's right, title and interest in, to and under this Agreement (provided that such collateral assignment shall be effective only as long as the assignee holds a first mortgage on the Developer’s Property (Developer’s Unit)) and in, and to the payments to be made to Developer hereunder, to third parties a bank or other financial institution regularly engaged in making commercial loans as collateral or security for financing such developmentthe Development Property, on one or more occasions during the term hereof. The Town agrees to execute and deliver any assignments, pledge agreementsassignments, consents or other confirmations on terms reasonably satisfactory to the Town (including that any pledge or secured party succeeding to Developer’s rights hereunder assume in writing, in form satisfactory to the Town, the obligations of Developer under this Agreement) required by such the prospective pledgee or assignee, including without limitation recognition of the pledgee or assignee as the holder of all right, title and interest herein and as the payee of amounts due and payable hereunder. The Town agrees to execute hereunder and deliver any and all such other documentation as shall confirm to such pledgee pledge or assignee the position of such assignee or pledgee and the irrevocable and binding nature of this Agreement and provide to such the pledgee or assignee such rights and/or remedies as the Developer or such pledgee or assignee parties may reasonably deem necessary for the establishmentestablishing, perfection and protection of its interest herein without the need for additional approval or action by the Town Council. The Developer shall pay the Town’s costs of counsel with respect to any such pledge or assignment documentation. The Town’s consent to any such pledge or assignment shall not obligate the Town to make payment to the Developer’s pledgee or assignee in circumstances where the Developer, by reason of an uncured breach of the Developer’s obligations under this Agreement, would not be entitled to receive such payment directly from the Town. The Town may also condition any payments under this Agreement to such pledge or assignee upon execution of a prior express written assumption of the Developer’s obligations under this Agreement by such pledgee or assigneeherein.

Consent to Pledge and/or Assignment. The Town hereby acknowledges that the Developer Rynel may from time to time pledge and assign its right, title and interest in, to and under this Agreement as collateral for financing improvements by or on behalf of the Developer Rynel within the District, although no obligation is hereby imposed on the Developer Rynel to make such assignment or pledge. Recognizing this possibility, the Town does hereby consent and agree to the pledge and assignment of all the Developer’s Rynel's right, title and interest in, to and under this Agreement and in, and to the payments to be made to Developer Rynel hereunder, to third parties as collateral or security for financing such development, on one or more occasions during the term hereof. The Town agrees to execute and deliver any assignments, pledge agreements, consents or other confirmations required by such prospective pledgee or assignee, including without limitation recognition of the pledgee or assignee as the holder of all right, title and interest herein and as the payee of amounts due and payable hereunder. The Town agrees to execute and deliver any other documentation as shall confirm to such pledgee or assignee the position of such assignee or pledgee and the irrevocable and binding nature of this Agreement and provide to such pledgee or assignee such rights and/or remedies as the Developer Rynel or such pledgee or assignee may reasonably deem necessary for the establishment, perfection and protection of its interest herein without the need herein. Rynel shall be responsible for additional approval or action by the Town Council. The Developer shall pay the Town’s necessary and reasonable costs of counsel with respect to any such pledge or assignment documentation. The Town’s consent to any such pledge or assignment shall not obligate the Town to make payment to the Developer’s pledgee or assignee in circumstances where the Developer, by reason of an uncured breach of the Developer’s obligations under this Agreement, would not be entitled to receive such payment directly from the Town. The Town may also condition any payments under this Agreement to such pledge or assignee upon execution of a prior express written assumption of the Developer’s obligations under this Agreement by such pledgee or assigneeassignment.