Common use of Release Upon Transfer Clause in Contracts

Release Upon Transfer. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner shall become several and not joint. If any assignee or transferee breaches this Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of Owner's rights and interests under this Agreement as permitted pursuant to Section 11.4.1 of this Agreement, Owner shall be released from its obligations under this Agreement with respect to the Property, or portion thereof so transferred, provided that (a) Owner is not then in default under this Agreement, (b) Owner has provided to City the notice of such transfer specified in Section 11.4.1 of this Agreement, and (c) the transferee executes and delivers to City a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee expressly and unconditionally assumes all the obligations of Owner under this Agreement and the existing Development Approvals with respect to the Property, or portion thereof, so transferred. Non-compliance by any such transferee with the terms and conditions of this Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for City to initiate enforcement action against the other Party or persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner shall have all of the same rights, benefits and obligations of Owner as used in this Agreement and the term "Owner" as used in this Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contrary.

Release Upon Transfer. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner shall become several and not joint. If any assignee or transferee breaches this Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment Transfer of Owner's Developer’s rights and interests under this Agreement as permitted pursuant to Section 11.4.1 of this AgreementARTICLE 11, Owner Developer shall automatically be released from its obligations and liabilities under this Agreement with respect to that portion of the PropertyProperty transferred, and any subsequent default or portion thereof so transferredbreach with respect to the transferred rights and/or obligations shall not constitute a default or breach with respect to the retained rights and/or obligations under this Agreement, provided that (ai) Owner is not then in default under this Agreement, (b) Owner Developer has provided to City the notice written Notice of such transfer specified in Section 11.4.1 of this AgreementTransfer, and (cii) the transferee executes and delivers to City a written agreement in which (i) the name and address accordance with Section 11.1 above. Upon any Transfer of any portion of the transferee is set forth Property and (ii) the transferee expressly and unconditionally assumes all the express assumption of Developer’s obligations of Owner under this Agreement and the existing Development Approvals with respect by such transferee, City agrees to look solely to the Property, or portion thereof, so transferred. Non-transferee for compliance by any such transferee with the terms and conditions provisions of this Agreement as such provisions relate to the portion of the Property acquired by such transferee. A default by any transferee shall only affect that portion of the Property owned by such transferee and shall not be deemed a default cancel or diminish in any way Developer’s rights hereunder or grounds for termination hereof or constitute cause for City with respect to initiate enforcement action against the other Party or persons then owning or holding interest in any portion of the Property or any portion thereof and not themselves in default hereunderowned by such transferee. The transferor and the transferee shall each be solely responsible for the reporting and annual review requirements relating to the portion of the Property owned by such transferor/transferee, and any amendment to this Agreement between City and a transferor or a transferee shall only affect the portion of the Property owned by such transferor or transferee. Failure to deliver a written assumption agreement hereunder shall not affect the running of any covenants herein with the land, as provided in Section 14.4 below, nor shall such failure negate, modify, or otherwise affect the liability of any transferee pursuant to the provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner shall have all of the same rights, benefits and obligations of Owner as used in this Agreement and the term "Owner" as used in this Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contraryAgreement.

Release Upon Transfer. It is understood and agreed by the parties that the Property may be subdivided following the Development Agreement Date. One or more of such subdivided parcels may be sold, mortgaged, hypothecated, assigned or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner OWNER shall become several and not joint. If any assignee or transferee breaches , except as to OWNER’s obligations set forth in Section 9 of this Development Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of OwnerOWNER's rights and interests under this Development Agreement as permitted pursuant to the Section 11.4.1 of this Agreement27.1 above, Owner OWNER shall be released from its obligations under this Development Agreement with respect to the Property, or portion thereof so transferred, provided that (a) Owner OWNER is not then in default under this Development Agreement, (b) Owner OWNER has provided to City CITY the notice of such transfer specified in Section 11.4.1 of this Agreement27.1 above, and (c) the transferee executes and delivers to City CITY a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee expressly and unconditionally assumes all the obligations of Owner OWNER under this Development Agreement and the existing Development Approvals with respect to the Propertyproperty, or portion thereof, so transferredtransferred and (d) the transferee provides CITY with security equivalent to any security provided by OWNER to secure performance of its obligations under this Development Agreement or the Development Approvals. Non-compliance by any such transferee with the terms and conditions of this Development Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for City CITY to initiate enforcement action against the other Party or persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. Upon completion of any phase of development of the Project as determined by CITY, CITY may release that completed phase from any further obligations under this Development Agreement. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner OWNER shall have all of the same rights, benefits and obligations of Owner OWNER as used in this Development Agreement and the term "OwnerOWNER" as used in this Development Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contrary.

Release Upon Transfer. Effective Except as otherwise provided in Section 6.2 and Section 6.4 upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations Transfer of Owner shall become several and not joint. If any assignee or transferee breaches this Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of Owner's Developer’s rights and interests under this Agreement as permitted pursuant to Section 11.4.1 of this AgreementArticle 11, Owner Developer shall automatically be released from its obligations and liabilities under this Agreement with respect to that portion of the PropertyProperty transferred, and any subsequent default or portion thereof so transferredbreach with respect to the transferred rights and/or obligations shall not constitute a default or breach with respect to the retained rights and/or obligations under this Agreement, provided that (ai) Owner is not then in default under this Agreement, (b) Owner Developer has provided to City the notice written Notice of such transfer specified in Section 11.4.1 of this AgreementTransfer, and (cii) the transferee executes and delivers to City a written agreement in which (i) the name accordance with Section 11.1 above. Except as otherwise provided in Section 6.2 and address Section 6.4, upon any Transfer of any portion of the transferee is set forth Property and (ii) the transferee expressly and unconditionally assumes all the express assumption of Developer’s obligations of Owner under this Agreement and the existing Development Approvals with respect by such transferee, City agrees to look solely to the Property, or portion thereof, so transferred. Non-transferee for compliance by any such transferee with the terms and conditions provisions of this Agreement as such provisions relate to the portion of the Property acquired by such transferee. A default by any transferee shall only affect that portion of the Property owned by such transferee and shall not be deemed a default cancel or diminish in any way Developer’s rights hereunder or grounds for termination hereof or constitute cause for City with respect to initiate enforcement action against the other Party or persons then owning or holding interest in any portion of the Property or any portion thereof and not themselves in default hereunderowned by such transferee. The transferor and the transferee shall each be solely responsible for the reporting and annual review requirements relating to the portion of the Property owned by such transferor/transferee, and any amendment to this Agreement between City and a transferor or a transferee shall only affect the portion of the Property owned by such transferor or transferee. Failure to deliver a written assumption agreement hereunder shall not affect the running of any covenants herein with the land, as provided in Section 13.4 below, nor shall such failure negate, modify, or otherwise affect the liability of any transferee pursuant to the provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner shall have all of the same rights, benefits and obligations of Owner as used in this Agreement and the term "Owner" as used in this Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contraryAgreement.

Release Upon Transfer. It is understood and agreed by the parties that the Property may be subdivided following the Development Agreement Date. One or more of such subdivided parcels may be sold, mortgaged, hypothecated, assigned or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner OWNER shall become several and not joint. If any assignee or transferee breaches , except as to OWNER’s obligations set forth in Section 10 of this Development Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of OwnerOWNER's rights and interests under this Development Agreement as permitted pursuant to the Section 11.4.1 of this Agreement28.1 above, Owner OWNER shall be released from its obligations under this Development Agreement with respect to the Property, or portion thereof so transferred, provided that (a) Owner OWNER is not then in default under this Development Agreement, (b) Owner OWNER has provided to City CITY the notice of such transfer specified in Section 11.4.1 of this Agreement28.1 above, and (c) the transferee executes and delivers to City CITY a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee expressly and unconditionally assumes all the obligations of Owner OWNER under this Development Agreement and the existing Development Approvals with respect to the Propertyproperty, or portion thereof, so transferredtransferred and (d) the transferee provides CITY with security equivalent to any security provided by OWNER to secure performance of its obligations under this Development Agreement or the Development Approvals. Non-compliance by any such transferee with the terms and conditions of this Development Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for City CITY to initiate enforcement action against the other Party or persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. Upon completion of any phase of development of the Project as determined by CITY, CITY may release that completed phase from any further obligations under this Development Agreement. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner OWNER shall have all of the same rights, benefits and obligations of Owner OWNER as used in this Development Agreement and the term "Owner" “OWNER” as used in this Development Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contrary.

Release Upon Transfer. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner shall become several and not joint. If any assignee or transferee breaches this Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, transfer or assignment exchange of Owner's the rights and interests under this Agreement as permitted pursuant of any Developer to Section 11.4.1 of this Agreementthe Property, Owner or any portion thereof, such Developer shall be released from its obligations under this Agreement to the extent of such sale, transfer or exchange with respect to the Property, or any portion thereof so transferredthereof, provided that if : (a) Owner is not then in default under this Agreement, (b) Owner such Developer has provided to City the written notice of such transfer specified in Section 11.4.1 of this Agreement, to City; and (cb) the transferee Property Transferee executes and delivers to City a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee Property Transferee expressly and unconditionally assumes all of the obligations of Owner such Developer under this Agreement and the existing Development Approvals with respect to the Property in the form of Exhibit “J” attached hereto (the “Assumption Agreement”). Upon such transfer of the Property, or any portion thereof, so transferred. Non-and the express assumption of the applicable Developer’s obligations under this Agreement by the Property Transferee, the City agrees to look solely to the Property Transferee for compliance by any such transferee with the terms and conditions provisions of this Agreement with respect to that portion of the Property acquired by such Property Transferee and not to the Property Transferor. Any such Property Transferee shall be entitled to the benefits of this Agreement as “Developer” hereunder and shall be subject to the obligations of this Agreement. Failure to deliver a written Assumption Agreement hereunder shall not affect the transfer of the benefits and burdens as provided in Section 13.1, provided that the transferor shall not be deemed a default released from its obligations hereunder or grounds for termination hereof or constitute cause for City unless and until the executed Assumption Agreement is delivered to initiate enforcement action against the other Party or persons then owning or holding interest in City. Transfer of any portion of the Property or any portion thereof and not themselves in default hereunder. The provisions of this Section shall be self-executing and shall not require affect the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner shall have all of the same rights, benefits rights and obligations of Owner as used in this Agreement and any Developer owning any portion of the term "Owner" as used in this Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contraryProperty not being transferred.

Release Upon Transfer. It is understood and agreed by the parties that the Property may be subdivided following the Development Agreement Date. One or more of such subdivided parcels may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them in accordance with the provisions of this Development Agreement and upon recordation of the Final Map. Effective upon any such sale, mortgage, hypothecation, assignment assignment, or transfer, the obligations of Owner OWNER shall become several and not joint. If any assignee or transferee breaches this Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of Owner's OWNER’s rights and interests under this Development Agreement as permitted pursuant to the Section 11.4.1 25.1 of this Development Agreement, Owner OWNER shall be released from its obligations under this Development Agreement with respect to the Property, or portion thereof so transferred, provided that (a) Owner OWNER is not then in default under this Development Agreement, (b) Owner OWNER has provided to City CITY the notice of such transfer specified in Section 11.4.1 25.1 of this Development Agreement, and (c) the transferee executes and delivers to City CITY a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee expressly and unconditionally assumes all the obligations of Owner OWNER under this Development Agreement and the existing Development Approvals with respect to the Property, or portion thereof, so transferredtransferred and (d) the transferee provides CITY with security equivalent to any security provided by OWNER to secure performance of its obligations under the Development Approvals. Non-compliance by any such transferee with the terms and conditions of this Development Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for City CITY to initiate enforcement action against the other Party or persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. Upon completion of any phase of development of the Project as determined by CITY, CITY may release that completed phase from any further obligations under this Development Agreement. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns assigns, and transferees of Owner OWNER shall have all of the same rights, benefits benefits, and obligations of Owner OWNER as used in this Development Agreement and the term "Owner" “OWNER” as used in this Development Agreement shall refer to any such successors, assigns assigns, and transferees unless expressly provided herein to the contrary.

Release Upon Transfer. It is understood and agreed by the parties that the Property may be subdivided following the Development Agreement Date. One or more of such subdivided parcels may be sold, mortgaged, hypothecated, assigned or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner OWNER shall become several and not joint. If any assignee or transferee breaches , except as to OWNER’s obligations set forth in Section 9 of this Development Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of OwnerOWNER's rights and interests under this Development Agreement as permitted pursuant to the Section 11.4.1 of this Agreement28.1 above, Owner OWNER shall be released from its obligations under this Development Agreement with respect to the Property, or portion thereof so transferred, provided that (a) Owner OWNER is not then in default under this Development Agreement, (b) Owner OWNER has provided to City CITY the notice of such transfer specified in Section 11.4.1 of this Agreement28.1 above, and (c) the transferee executes and delivers to City CITY a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee expressly and unconditionally assumes all the obligations of Owner OWNER under this Development Agreement and the existing Development Approvals with respect to the Propertyproperty, or portion thereof, so transferredtransferred and (d) the transferee provides CITY with security equivalent to any security provided by OWNER to secure performance of its obligations under this Development Agreement or the Development Approvals. Non-compliance by any such transferee with the terms and conditions of this Development Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for City CITY to initiate enforcement action against the other Party or persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. Upon completion of any phase of development of the Project as determined by CITY, CITY may release that completed phase from any further obligations under this Development Agreement. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner OWNER shall have all of the same rights, benefits and obligations of Owner OWNER as used in this Development Agreement and the term "OwnerOWNER" as used in this Development Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contrary.

Release Upon Transfer. It is understood and agreed by the parties that the Property may be subdivided following the Development Agreement Date. One or more of such subdivided parcels may be sold, mortgaged, hypothecated, assigned or transferred to persons for development by them in accordance with the provisions of this Development Agreement. Effective upon any such sale, mortgage, hypothecation, assignment or transfer, the obligations of Owner OWNER shall become several and not joint. If any assignee or transferee breaches , except as to OWNER’s obligations set forth in Section 10 of this Development Agreement, such breach shall not affect the non-breaching Owners' rights and benefits inuring to all non-breaching Owners. City shall continue to perform its obligations created in this Agreement, with respect to all non-breaching Owners. Upon the sale, transfer, or assignment of OwnerOWNER's rights and interests under this Development Agreement as permitted pursuant to the Section 11.4.1 of this Agreement28.1 above, Owner OWNER shall be released from its obligations under this Development Agreement with respect to the Property, or portion thereof so transferred, provided that (a) Owner OWNER is not then in default under this Development Agreement, (b) Owner OWNER has provided to City CITY the notice of such transfer specified in Section 11.4.1 of this Agreement28.1 above, and (c) the transferee executes and delivers to City CITY a written agreement in which (i) the name and address of the transferee is set forth and (ii) the transferee expressly and unconditionally assumes all the obligations of Owner OWNER under this Development Agreement and the existing Development Approvals with respect to the Propertyproperty, or portion thereof, so transferredtransferred and (d) the transferee provides CITY with security equivalent to any security provided by OWNER to secure performance of its obligations under this Development Agreement or the Development Approvals. Non-compliance by any such transferee with the terms and conditions of this Development Agreement shall not be deemed a default hereunder or grounds for termination hereof or constitute cause for City CITY to initiate enforcement action against the other Party or persons then owning or holding interest in the Property or any portion thereof and not themselves in default hereunder. Upon completion of any phase of development of the Project as determined by CITY, CITY may release that completed phase from any further obligations under this Development Agreement. The provisions of this Section shall be self-executing and shall not require the execution or recordation of any further document or instrument. Any and all successors, assigns and transferees of Owner OWNER shall have all of the same rights, benefits and obligations of Owner OWNER as used in this Development Agreement and the term "OwnerOWNER" as used in this Development Agreement shall refer to any such successors, assigns and transferees unless expressly provided herein to the contrary.