Common use of Release Upon Transfer Clause in Contracts

Release Upon Transfer. Upon the sale, transfer, exchange or hypothecation of the rights and interests of MW to the MW Property, MW shall be released from its obligations under this Agreement to the extent of such sale, transfer or exchange with respect to the MW Property if (1) MW has provided written notice of such transfer to City; and (2) the Property Transferee executes and delivers to City a written agreement in which the Property Transferee expressly and unconditionally assumes all of the obligations of MW under this agreement with respect to the MW Property in the form of Exhibit D attached hereto (the “Assumption Agreement”) Upon such transfer of the MW Property and the express assumption of MW’s obligations under this Agreement by the transferee, the City agrees to look solely to the transferee for compliance with the provisions of this agreement. Any such transferee shall be entitled to the benefits of this Agreement as MW 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 Subsection 7.a, provided that the transferor shall not be released from its obligations hereunder unless and until the executed Assumption Agreement is delivered to the City.

Appears in 1 contract

Samples: Development Agreement

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Release Upon Transfer. Upon the sale, transfer, exchange or hypothecation of the rights and interests of MW Developer to the MW Property, MW Developer shall be released from its obligations under this Agreement to the extent of such sale, transfer or exchange with respect to the MW Property if : (1a) MW Developer has provided written notice of such transfer to City; and (2b) the Property Transferee executes and delivers to City a written agreement in which the Property Transferee expressly and unconditionally assumes all of the obligations of MW Developer under this agreement Agreement with respect to the MW Property in the form of Exhibit D "G" attached hereto (the “Assumption Agreement”) ). Upon such transfer of the MW Property and the express assumption of MWDeveloper’s obligations under this Agreement by the transferee, the City agrees to look solely to the transferee for compliance with the provisions of this agreementAgreement. Any such transferee shall be entitled to the benefits of this Agreement as MW “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 Subsection 7.aSection 13.1, provided that the transferor shall not be released from its obligations hereunder unless and until the executed Assumption Agreement is delivered to the City.

Appears in 1 contract

Samples: Development Agreement

Release Upon Transfer. Upon the sale, transfer, exchange or hypothecation of the rights and interests of MW CRT to the MW CRT Property, MW CRT shall be released from its obligations under this Agreement to the extent of such sale, transfer or exchange with respect to the MW CRT Property if (1) MW CRT has provided written notice of such transfer to City; and (2) the Property Transferee executes and delivers to City a written agreement in which the Property Transferee expressly and unconditionally assumes all of the obligations of MW CRT under this agreement with respect to the MW CRT Property in the form of Exhibit D attached hereto (the “Assumption Agreement”) Upon such transfer of the MW CRT Property and the express assumption of MWCRT’s obligations under this Agreement by the transferee, the City agrees to look solely to the transferee for compliance with the provisions of this agreement. Any such transferee shall be entitled to the benefits of this Agreement as MW CRT 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 Subsection 7.a, provided that the transferor shall not be released from its obligations hereunder unless and until the executed Assumption Agreement is delivered to the City.

Appears in 1 contract

Samples: Development Agreement

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Release Upon Transfer. Upon the sale, transfer, exchange or hypothecation of the rights and interests of MW School to the MW Property, MW School shall be released from its obligations under this Agreement to the extent of such sale, transfer or exchange with respect to the MW Property if : (1a) MW School has provided written notice of such transfer to City; and (2b) the Property Transferee executes and delivers to City a written agreement in which the Property Transferee expressly and unconditionally assumes all of the obligations of MW School under this agreement Agreement with respect to the MW Property in the form of Exhibit D "I" attached hereto (the “Assumption Agreement”) ). Upon such transfer of the MW Property and the express assumption of MWSchool’s obligations under this Agreement by the transferee, the City agrees to look solely to the transferee for compliance with the provisions of this agreementAgreement. Any such transferee shall be entitled to the benefits of this Agreement as MW “School” 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 Subsection 7.aSection 13.1, provided that the transferor shall not be released from its obligations hereunder unless and until the executed Assumption Agreement is delivered to the City.

Appears in 1 contract

Samples: Development Agreement

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