Common use of Permitted Transfers or other Conveyances Clause in Contracts

Permitted Transfers or other Conveyances. Notwithstanding any other provision of this Agreement to the contrary, Agency approval of a Transfer or other conveyance shall not be required in connection with any of the following (“Permitted Transfers”): (a) Any Transfer to an entity or entities in which Participant, and/or Xxxx Xxxx directly retains a minimum of fifty-one percent (51%) of the ownership or beneficial interest and retains management and control of the transferee entity or entities, and the Participant Improvement is operating on a continuous basis on the Participant Property. (b) The conveyance or dedication of any portion of the Participant Property to the City or other appropriate governmental agency, or the granting of easements or permits to facilitate construction or operation of the Participant Improvement. (c) Any requested assignment for financing purposes permitted pursuant to this Agreement for which approval by the Agency has been obtained, including the grant of a mortgage or deed of trust or sale-leaseback to secure the funds necessary for construction and permanent financing of the Participant Improvement and, excepting therefrom any transfer to any entity to which any interest is held by the Participant, a Related Entity, or the principals of Participant, the following in connection with such financing as shall have theretofore been approved by the Agency: (i) any Transfer to any person or entity pursuant to foreclosure or deed-in lieu of foreclosure of any such mortgage or deed of trust; (ii) any Transfer of the reversionary interest and estate of the lessor in any sale-leaseback; and (iii) any lease termination by the lessor under the lease in a sale-leaseback due to default of the lessee thereunder. (d) Transfers of the Participant Property after the Agency has issued a Release of Construction Covenants for the Participant Improvement thereon. In the event of a Transfer or Conveyance by Participant not requiring the Agency's prior approval, Participant nevertheless agrees that at least thirty (30) days prior to such Transfer or Conveyance it shall give written notice to Agency of such Transfer. In the case of a Transfer pursuant to subparagraph (a) above, Participant agrees that at least thirty (30) days prior to such Transfer it shall provide satisfactory evidence that the transferee has assumed or upon the effective date of transfer will assume in writing through an assignment and assumption agreement in form reasonably acceptable to the Agency all of the obligations of the Participant under this Agreement which remain unperformed as of such Transfer or which arise from and after the date of Transfer.

Permitted Transfers or other Conveyances. Notwithstanding any other provision of this Agreement the OPA to the contrary, Agency approval of a Transfer or other conveyance shall not be required in connection with any of the following (“Permitted Transfers”): (a) Any Transfer to an entity or entities in which Participant, and/or Xxxx Xxxx directly retains a minimum of fifty-one percent (51%) of the ownership or beneficial interest and retains management and control of the transferee entity or entities, and the Participant Improvement is operating on a continuous basis on the Participant Property. (b) The conveyance or dedication of any portion of the Participant Property to the City or other appropriate governmental agency, or the granting of easements or permits to facilitate construction or operation of the Participant Improvement. (c) Any requested assignment for financing purposes permitted pursuant to this Agreement for which approval by the Agency has been obtained, including the grant of a mortgage or deed of trust or sale-leaseback to secure the funds necessary for construction and permanent financing of the Participant Improvement and, excepting therefrom any transfer to any entity to which any interest is held by the Participant, a Related Entity, or the principals of Participant, the following in connection with such financing as shall have theretofore been approved by the Agency: (i) any Transfer to any person or entity pursuant to foreclosure or deed-in lieu of foreclosure of any such mortgage or deed of trust; (ii) any Transfer of the reversionary interest and estate of the lessor in any sale-leaseback; and (iii) any lease termination by the lessor under the lease in a sale-leaseback due to default of the lessee thereunder. (d) Transfers of the Participant Property after the Agency has issued a Release of Construction Covenants for the Participant Improvement thereon. In the event of a Transfer or Conveyance by Participant not requiring the Agency's prior approval, Participant nevertheless agrees that at least thirty (30) days prior to such Transfer or Conveyance it shall give written notice to Agency of such Transfer. In the case of a Transfer pursuant to subparagraph (a) above, Participant agrees that at least thirty (30) days prior to such Transfer it shall provide satisfactory evidence that the transferee has assumed or upon the effective date of transfer will assume in writing through an assignment and assumption agreement in form reasonably acceptable to the Agency all of the obligations of the Participant under this Agreement the OPA which remain unperformed as of such Transfer or which arise from and after the date of Transfer.

Permitted Transfers or other Conveyances. Notwithstanding any other provision of this Agreement to the contrary, Agency City approval of a Transfer or other conveyance shall not be required in connection with any of the following (“Permitted Transfers”): (a) ): Any Transfer to an entity or entities in which Participant(i) Developer, (ii) Xxxxxx Development Co., a California corporation, (iii) Xxx Xxxxxxx and/or (iv) Xxxxx Xxx and Xxxx Xxxx Xxxxx directly or indirectly retains a minimum of fifty-one fifty percent (5150%) of the ownership or beneficial interest and retains management and control of the transferee Transferee entity or entities, and the Participant Improvement Project is operating on a continuous basis on the Participant Property. (b) Site. The conveyance or dedication of any portion of the Participant Property Site to the City or other appropriate governmental agency, or the granting of easements or permits to facilitate construction or operation of the Participant Improvement. (c) Project. Any requested assignment for financing purposes permitted pursuant to this Agreement for which approval by the Agency City has been obtained, including the grant of a mortgage or deed of trust or sale-leaseback to secure the funds necessary for construction and permanent financing of the Participant Improvement Required Improvements and, excepting therefrom any transfer Transfer to any entity to which any interest is held by the ParticipantDeveloper, a Related Entity, or the principals of ParticipantDeveloper, the following in connection with such financing as shall have theretofore been approved by the AgencyCity: (i) any Transfer to any person or entity pursuant to foreclosure or deed-in lieu of foreclosure of any such mortgage or deed of trust; (ii) any Transfer of the reversionary interest and estate of the lessor in any sale-leaseback; and (iii) any lease termination by the lessor under the lease in a sale-leaseback due to default of the lessee thereunder. . Transfers (dincluding leases) necessary to fulfill the covenant set forth in Section 402, where such proposed transferees agree in writing to be bound by the Covenants set forth herein and in the Grant Deed and Environmental Restriction as to the Site so Transferred, for the periods of time set forth for the effectiveness of such covenants. Transfers of the Participant Property after Site or any part thereof to which the Agency City has issued a Release of Construction Covenants for the Participant Improvement Required Improvements thereon. The sale or leasing of parcels, buildings or portions thereof to retail and/or commercial tenants or occupants as permitted under this Agreement (“Conveyance”). In the event of a Transfer or Conveyance by Participant Developer not requiring the Agency's City’s prior approval, Participant Developer nevertheless agrees that at least thirty (30) days prior to such Transfer or Conveyance it shall give written notice to Agency City of such Transfer. In the case of a Transfer pursuant to subparagraph (a) above, Participant Developer agrees that at least thirty (30) days prior to such Transfer it shall provide satisfactory evidence that the transferee Transferee has assumed or upon the effective date of transfer Transfer will assume in writing through an assignment and assumption agreement in form reasonably acceptable to the Agency City all of the obligations of the Participant Developer under this Agreement which remain unperformed as of such Transfer or which arise from and after the date of Transfer. Notwithstanding the foregoing or anything contained in this Agreement to the contrary, the prohibitions in this Section 603.2 shall not be deemed to prevent the leasing or pre-leasing of tenant space for occupancy, provided the uses by such tenants comply with the permitted uses under this Agreement; provided, however, for a ten (10) year period commencing upon the date of this Agreement, (i) the City shall have the right to review and approve, which approval shall not be unreasonably withheld or delayed, the identity of the Major Retailer(s) and one (1) sit-down table service restaurant.

Permitted Transfers or other Conveyances. Notwithstanding any other provision of this Agreement to the contrary, Agency approval of a Transfer or other conveyance shall not be required in connection with any of the following (“Permitted Transfers”): (a) Any Transfer to an entity or entities in which ParticipantDeveloper, Xxxxxx Retail Partners, a California corporation, and/or Xxxx Xxxx Xxx Xxxxxxx directly or indirectly retains a minimum of fifty-one percent (51%) of the ownership or beneficial interest and retains management and control of the transferee Transferee entity or entities, and the Participant Improvement Project is operating on a continuous basis on the Participant PropertyApplicable Parcel. (b) The conveyance or dedication of any portion of the Participant Property Applicable Parcel to the City or other appropriate governmental agency, or the granting of easements or permits to facilitate construction or operation of the Participant Improvement.Project.‌ (c) Any requested assignment for financing purposes permitted pursuant to this Agreement for which approval by the Agency has been obtained, including the grant of a mortgage or deed of trust or sale-leaseback to secure the funds necessary for construction and permanent financing of the Participant Improvement Improvements and, excepting therefrom any transfer Transfer to any entity to which any interest is held by the ParticipantDeveloper, a Related Entity, or the principals of ParticipantDeveloper, the following in connection with such financing as shall have theretofore been approved by the Agency: : (i) any Transfer to any person or entity pursuant to foreclosure or deed-in lieu of foreclosure of any such mortgage or deed of trust; (ii) any Transfer of the reversionary interest and estate of the lessor in any sale-leaseback; and (iii) any lease termination by the lessor under the lease in a sale-leaseback due to default of the lessee thereunder. (d) Transfers (including leases) necessary to fulfill the covenant set forth in Section 402, where such proposed transferees agree in writing to be bound by the Covenants set forth herein and in the Grant Deed and Environmental Restriction as to the Applicable Parcel so Transferred, for the periods of time set forth for the effectiveness of such covenants. (e) Transfers of the Participant Property after Applicable Parcel or any part thereof to which the Agency has issued a Release of Construction Covenants for the Participant Improvement Improvements thereon. (f) The sale or leasing of parcels, buildings or portions thereof to retail and/or commercial tenants or occupants as permitted under this Agreement (“Conveyance”). In the event of a Transfer or Conveyance by Participant Developer not requiring the Agency's ’s prior approval, Participant Developer nevertheless agrees that at least thirty (30) days prior to such Transfer or Conveyance it shall give written notice to Agency of such Transfer. In the case of a Transfer pursuant to subparagraph (a) above, Participant Developer agrees that at least thirty (30) days prior to such Transfer it shall provide satisfactory evidence that the transferee Transferee has assumed or upon the effective date of transfer Transfer will assume in writing through an assignment and assumption agreement in form reasonably acceptable to the Agency all of the obligations of the Participant Developer under this Agreement which remain unperformed as of such Transfer or which arise from and after the date of Transfer. Notwithstanding the foregoing or anything contained in this Agreement to the contrary, the prohibitions in this Section 603.2 shall not be deemed to prevent the leasing or pre-leasing of tenant space for occupancy, provided the uses by such tenants comply with the permitted uses under this DDA; provided, however, for a ten (10) year period commencing upon the date of this Agreement, (i) the Agency shall have the right to review and approve, which approval shall not be unreasonably withheld or delayed, the identity of the Major Tenants and two (2) restaurants.