No Assignment or Conveyance. The Redevelopers shall not convey, assign or transfer the Project Site, any interest therein, or this Agreement prior to substantial completion of construction of the applicable phases without the prior written consent of the CDA, which shall not be unreasonably withheld and which the CDA may make subject to any terms or conditions it reasonably deems appropriate, except for the following conveyances, which shall be permitted without consent of the CDA:
(a) Any assignment as security for indebtedness (i) previously incurred by Redevelopers or incurred by Redevelopers after the Effective Date for Project costs or any subsequent physical improvements to the Project Site with the outstanding principal amount of all such indebtedness (whether incurred prior to or after the Effective Date) secured by the Project Site which shall have lien priority over the obligations of Redevelopers pursuant to this Redevelopment Agreement, or (ii) any additional or subsequent conveyance as security for indebtedness incurred by Redevelopers for Project costs or any subsequent physical improvements to the Project Site provided that any such conveyance shall be subject to the obligations of Redevelopers pursuant to this Redevelopment Agreement.
(b) Any conveyance of a lot in the Project Site to a non-exempt third party after Redevelopers has completed construction of the Private Improvements on said lot, provided that said non-exempt third party purchaser agrees to assume all obligations of Redevelopers under this Agreement with respect to said lot including, without limitation, the obligation to maintain the Minimum Phase Valuation, as applicable, and to make a payment in lieu of taxes, as provided in Section 4.04(b) above.
(c) Any conveyance, assignment or transfer of a membership interest in the Row to an investor in such affordable project.
No Assignment or Conveyance. Developer shall not convey, assign or transfer the Project, the Project or any interest therein prior to the satisfaction of the agreements and covenants in this Development Agreement without consent of Agency, with the exception of the transfer of the residential homes constructed per the terms of this Agreement which said residential homes may be transferred to third parties without the consent of the Agency.
No Assignment or Conveyance. Developer shall not convey, assign or transfer the Premises, the Project or any interest therein prior to the termination of the 15 year period commencing on the effective date specified in the Section 3.01 hereof, without the prior written consent of the Agency, which the Agency shall grant or deny within fifteen (15) days of receipt of written request from Developer, which consent shall not be unreasonably withheld, and which the Agency may make subject to any terms or conditions it deems appropriate, except for the following conveyances, which shall be permitted without consent of Agency:
(1) Any conveyance as security for indebtedness incurred by Developer for Project Costs or any subsequent physical improvements to the Premises, provided that any such conveyance shall be subject to the obligations of the Developer pursuant to this Redevelopment Contract;
(2) Any conveyance to any person or entity which owns more than 50% of the voting equity interests of Developer (if Developer is a corporation, partnership, limited liability company or other entity) or with respect to which Developer owns more than 50% of the voting equity interests, provided that any such successor owner of the Project agrees to assume all obligations of the Developer and be bound by all terms and conditions of this Redevelopment Contract;
(3) If Developer is a corporation, partnership or limited liability company, any merger, consolidation, split off, split-up, spin off or other reorganization of Developer which does not result in a substantial change of control or management of the Developer, provided that any such successor owner of the Project agrees to assume all obligations of the Developer and be bound by all terms and conditions of this Redevelopment Contract.
No Assignment or Conveyance. The Company may convey, assign or transfer the Premises, the Project or any interest therein during the 15 year period commencing on the effective date specified in Section 3.01 hereof, without the prior written consent of the Agency, subject, however, to each of the following conditions:
1. No conveyance, assignment, or transfer shall relieve the Company from primary liability for the Company's obligations under the Redevelopment Contract, or the Bonds (collectively the "Financing Documents") and in the event of any such conveyance, assignment or transfer, the Company shall remain primarily liable for the Company's obligations under the Financing Documents to the same extent as though no conveyance, assignment or transfer had been made;
2. Any proposed transferee and its successors and assigns, shall expressly, in writing, assume all of the Company's obligations under the Financing Documents and agree to be subject to all of the conditions and restrictions to which the Company is subject there under; and
3. The Company shall, within thirty (30) days after delivery thereof, furnish or cause to be furnished to the Agency a true and complete copy of each assignment, transfer or assumption of obligation, as the case may be.
No Assignment or Conveyance. Developer shall not convey, assign or transfer the Project, the Project or any interest therein prior to the satisfaction of the agreements and covenants in this Development Agreement without consent of Agency.
No Assignment or Conveyance. 11 ARTICLE V FINANCING REDEVELOPMENT PROJECT; ENCUMBRANCES
No Assignment or Conveyance. Buyer agrees that it will not sell, convey, assign or otherwise transfer its interest in the Property prior to completion of the Project, whether in whole or in part, to any other person or entity without the prior written consent of City.
No Assignment or Conveyance. Each of the parties warrants and represents to each of the other parties that it or he has not assigned, pledged, or otherwise in any manner whatsoever sold, transferred, conveyed or encumbered, whether orally, by instrument or writing or otherwise, any right, title, demand, obligation, cause of action, or claim arising from or in connection with Xxxxx’x Apogee Service that is the subject of this Agreement, and that no other person or entity of any kind has any interest therein.
No Assignment or Conveyance. Redeveloper shall not convey, assign or transfer the Premises, the Project or any interest therein prior to the termination of the 15 year period commencing on the effective date specified in Section 3.01 hereof, without the prior written consent of the Authority, which shall not be unreasonably withheld and which the Authority may make subject to any terms or conditions it deems appropriate, except for the following conveyances, which shall be permitted without consent of Authority:
(a) any conveyance as security for indebtedness (i) previously incurred by Redeveloper or incurred by Redeveloper after the effective date for Project Costs or any subsequent physical improvements to the premises with the outstanding principal amount of all such indebtedness (whether incurred prior to or after the effective date of this Agreement) secured by the Premises (ii) any additional or subsequent conveyance as security for indebtedness incurred by Redeveloper for Project Costs or any subsequent physical improvements to the premises provided that any such conveyance shall be subject to the obligations of the Redeveloper pursuant to this Redevelopment Contract;
(b) if Redeveloper is an individual, any conveyance to Redeveloper’s spouse, or to Redeveloper’s spouse or issue pursuant to bequest, devise or the laws of intestacy upon the death of Redeveloper;
(c) any conveyance to a limited partnership or limited liability company so long as Redeveloper is general partner or manager of the entity.
