Purchaser’s Assignees. This Agreement is not assignable by Purchaser without first obtaining the prior written approval of the Sellers’ Representative, except that Purchaser may assign this Agreement to one or more entities so long as (a) Purchaser is an affiliate of the purchasing entity(ies) (a “Purchaser’s Designated Entity”), (b) Purchaser is not released from its liability hereunder, and (c) Purchaser provides written notice to Sellers’ Representative of any proposed assignment no later than ten (10) days prior to the Closing Date. As used herein, an affiliate is a person or entity controlled by, under common control with, or controlling another person or entity.
Purchaser’s Assignees. Purchaser, at Purchaser's sole cost and expense, may designate separate assignees to acquire title to the Property, or in the event that the transaction is restructured as an Equity Purchase, the Partnership Interests. In the event Purchaser elects to take title to the Property subject to the Mortgage, any assignment of this Agreement or Purchaser's rights hereunder shall be subject to the terms of the Mortgage pertaining to transfers. In the event Purchaser elects to prepay all or any part of the loan as evidenced by the Notes and secured by the Mortgage, any such prepayment shall be subject to the terms of the Mortgage and any other conditions required by the registered owners of such Notes or other applicable party.
Purchaser’s Assignees. The Purchaser may convey part or all of its interest in this Agreement and/or the Property to assignees prior to or simultaneously with the closing of the purchase of the Property under this Agreement. Seller agrees to cooperate with Purchaser in connection with such simultaneous conveyances by executing, delivering and accepting documents directly from Purchaser's assignees as reasonably requested by Purchaser; provided that Seller shall incur no additional cost or liability as a result thereof and Purchaser shall fully indemnify Seller for any additional costs or liabilities resulting therefrom and Purchaser is not released from any liability or obligation under this Agreement. Purchaser agrees to give Seller notice of any such conveyance promptly following the effective date of the same.
Purchaser’s Assignees. Purchaser, at Purchaser's sole cost and expense, may designate separate assignees to acquire title to the Property, or in the event that the transaction is restructured as a Share Purchase or Interest Purchase, the Shares or the Interests; provided, however, that any such assignee shall satisfy the net worth requirements and otherwise satisfy all of the conditions to transfer and comply with all of the restrictions on transfer set forth in the Operative Documents, including, without limitation, in Article VII of each of those Participation Agreements, dated as of June 4, 1997, by and among the Owner Trustee, the Co-Trustee and certain other parties. In the event Purchaser elects to take title to the Property subject to the Mortgage, any assignment of this Agreement or Purchaser's rights hereunder shall be subject to the terms of the Mortgage pertaining to transfers. In the event Purchaser elects to prepay all or any part of the loan as evidenced by the Notes and secured by the Mortgage, any such prepayment shall be subject to the terms of the Mortgage and any other conditions required by the registered owners of such Notes or other applicable party.
