Common use of Requirements for Proposed Transfers Clause in Contracts

Requirements for Proposed Transfers. City will consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements or part thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 shall not apply to Transfers described in Section 7.3): (i) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage the Project and to otherwise fulfill the obligations undertaken by the Developer under this Agreement. (ii) The Developer and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iii) The proposed transferee shall expressly assume all of the rights and obligations of the Developer under this Agreement and the other City Documents arising after the effective date of the Transfer and all obligations of Developer arising prior to the effective date of the Transfer (unless Developer expressly remains responsible for such obligations), and shall agree to be subject to and assume all of Developer’s obligations pursuant to the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by City. (iv) The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City in form recordable in the Official Records. Consent to any proposed Transfer may be given by the City’s Authorized Representative unless the Authorized Representative, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected a proposed Transfer or requested additional information regarding a proposed Transfer in writing within thirty (30) days following City’s receipt of written request by Developer, the proposed Transfer shall be deemed approved.

Requirements for Proposed Transfers. City will The Agency may, in the exercise of its reasonable discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements Property or part a portion thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 6.4 shall not apply to Transfers described in Section 7.3): clauses (i) through (ix) of Section 6.3): i. The proposed transferee demonstrates to the CityAgency’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City Agency to competently complete and manage construction of the Project and to otherwise fulfill the obligations undertaken by the Developer under this Agreement. Financial resources or fitness requirements may be satisfied by the pledge of performance bonds or letters of credit to the satisfaction of the Agency. (ii) . The Developer and the proposed transferee shall submit for City Agency review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and Property or interest therein together with such documentation of the proposed transferee’s qualifications and development capacity as the City Agency may reasonably request. (iii) . The proposed transferee shall expressly assume all of the rights and unperformed obligations of the Developer under this Agreement and the other City Documents Regulatory Agreement arising after the effective date of the Transfer and all obligations of Developer arising prior to the effective date of the Transfer (unless Developer expressly remains responsible for such obligations), ) and shall agree to be subject to and assume all of Developer’s obligations pursuant to the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement and the Regulatory Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by City. (iv) . The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City Agency in form recordable in the Official Records. Consent to any proposed Transfer may be given by the CityAgency’s Authorized Representative Executive Director unless the Authorized RepresentativeExecutive Director, in his or her discretion, refers the matter of approval to the City CouncilAgency’s governing board. If the City has not rejected a proposed Transfer or requested additional information regarding a proposed Transfer has not been approved by Agency in writing within thirty (30) days following CityAgency’s receipt of written request by DeveloperXxxxxxxxx, the proposed Transfer it shall be deemed approved.

Requirements for Proposed Transfers. The City will may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements Property or part portion thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 5.4 shall not apply to Transfers described in Section 7.35.3): (i) 5.4.1 The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage develop the Project and to otherwise fulfill the obligations undertaken by the Developer Borrower under this Agreement. (ii) 5.4.2 The Developer Borrower and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and Property or interest therein together with such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iii) 5.4.3 The proposed transferee shall expressly assume all of the rights and obligations of the Developer Borrower under this Agreement and the other City Predevelopment Loan Documents arising after the effective date of the Transfer and all obligations of Developer Borrower arising prior to the effective date of the Transfer (unless Developer City expressly remains agrees that Borrower may remain responsible for such obligations), ) and shall agree to be subject to and assume all of DeveloperBorrower’s obligations pursuant to this Agreement and the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by CityPredevelopment Loan Documents. (iv) 5.4.4 The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City in form recordable in the Official Records. . 5.4.5 Consent to any proposed Transfer may be given by the City’s Authorized Representative City Manager unless the Authorized RepresentativeCity Manager, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected rejects a proposed Transfer or requested additional information regarding a proposed Transfer Transfer, the City, as applicable, shall provide the reasons for such rejection in writing within thirty (30) days following City’s receipt of written request by DeveloperXxxxxxxx, and representatives of the City shall meet with Xxxxxxxx and the proposed Transfer shall be deemed approvedtransferee to discuss in good faith the reasons for the rejection and Xxxxxxxx’s and transferee’s responses thereto.

Requirements for Proposed Transfers. The City will may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements or part thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 8.3 shall not apply to Transfers described in clauses (i), (ii), and (iii) of Section 7.3):8. (i) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage the Project and to otherwise fulfill the obligations undertaken by the Developer Owner under this Agreement. (ii) The Developer Owner and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and Agreement together with such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iii) The proposed transferee shall expressly assume all of the rights and obligations of the Developer Owner under this Agreement and the other City Documents arising after the effective date of the Transfer and all obligations of Developer Owner arising prior to the effective date of the Transfer (unless Developer Owner expressly remains responsible for such obligations), ) and shall agree to be subject to and assume all of DeveloperOwner’s obligations pursuant to the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by City. (iv) The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City in form recordable in the Official Records. Consent to any proposed Transfer may be given by the City’s Authorized Representative unless the City’s Authorized Representative, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected a proposed Transfer or requested additional information regarding a proposed Transfer in writing within thirty forty-five (3045) days following City’s receipt of written request by DeveloperOwner, the proposed Transfer shall be deemed approved.

Requirements for Proposed Transfers. City will may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements Property or part portion thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 shall not apply to Transfers described in Sections 7.3(i) through (v) or the last sentence of Section 7.37.2): (ia) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage construction of the Project and to otherwise fulfill the obligations undertaken by the Developer under this Agreement. (iib) The Developer and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and Property or interest therein together with such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iiic) The proposed transferee shall expressly assume all of the rights and obligations of the Developer under this Agreement and Agreement, the other Regulatory Agreement, City Documents arising after the effective date of the Transfer and all obligations of Developer arising prior to the effective date of the Transfer (unless Developer expressly remains responsible for such obligations), ) and shall agree to be subject to and assume all of Developer’s obligations pursuant to the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement and the Regulatory Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by City. (ivd) The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City in form recordable in the Official Records. Consent to any proposed Transfer may be given by the City’s Authorized Representative City Manager unless the Authorized RepresentativeCity Manager, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected rejects a proposed Transfer or requested additional information regarding a proposed Transfer Transfer, City, as applicable, shall provide the reasons for such rejection in writing within thirty (30) days following City’s receipt of written request by DeveloperXxxxxxxxx, and representatives of City shall meet with Xxxxxxxxx and the proposed Transfer shall be deemed approvedtransferee to discuss in good faith the reasons for the rejection and Xxxxxxxxx’s and transferee’s responses thereto.

Requirements for Proposed Transfers. City will may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements or part thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 shall not apply to Transfers described in clauses (i), (ii), (iii), (iv) or (v) of Section 7.3): (i) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage the Project and to otherwise fulfill the obligations undertaken by the Developer under this Agreement. (ii) The Developer and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iii) The proposed transferee shall expressly assume all of the rights and obligations of the Developer under this Agreement and the other City Documents arising after the effective date of the Transfer and all obligations of Developer arising prior to the effective date of the Transfer (unless Developer expressly remains responsible for such obligations), and shall agree to be subject to and assume all of Developer’s obligations pursuant to the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form reasonably approved by City. (iv) The Transfer shall be effectuated pursuant to a written instrument reasonably satisfactory to the City in form recordable in the Official Records. Consent to any proposed Transfer may be given by the City’s Authorized Representative unless the Authorized Representative, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected a proposed Transfer or requested additional information regarding a proposed Transfer in writing within thirty (30) days following City’s receipt of written request by Developer, the proposed Transfer shall be deemed approved.

Requirements for Proposed Transfers. The City will may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements Property or part portion thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 shall not apply to Transfers described in Section 7.3): (i) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage construction of the Project and to otherwise fulfill the obligations undertaken by the Developer under this Agreement. (ii) The Developer and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and Property or interest therein together with such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iii) The proposed transferee shall expressly assume all of the rights and obligations of the Developer under this Agreement and Agreement, the other Regulatory Agreement, the City Documents arising after the effective date of the Transfer and all obligations of Developer arising prior to the effective date of the Transfer (unless Developer expressly remains responsible for such obligations), ) and shall agree to be subject to and assume all of Developer’s obligations pursuant to the Conditions of Approval and all other conditions, and restrictions set forth in this Agreement and the Regulatory Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by City. (iv) The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City in form recordable in the Official Records. Consent to any proposed Transfer may be given by the City’s Authorized Representative City Manager unless the Authorized RepresentativeCity Manager, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected rejects a proposed Transfer or requested additional information regarding a proposed Transfer Transfer, the City, as applicable, shall provide the reasons for such rejection in writing within thirty (30) days following City’s receipt of written request by DeveloperXxxxxxxxx, and representatives of the City shall meet with Xxxxxxxxx and the proposed Transfer shall be deemed approvedtransferee to discuss in good faith the reasons for the rejection and Xxxxxxxxx’s and transferee’s responses thereto.

Requirements for Proposed Transfers. The City will may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement, the Subject Property, the Improvements or part thereof if all of the following requirements are met (provided however, the requirements of this Section 7.4 8.4 shall not apply to Transfers described in clauses (i), (ii), (iii), and (v) of Section 7.3):8.3: (i) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete and manage the Project and to otherwise fulfill the obligations undertaken by the Developer Borrower under this Agreement. (ii) The Developer Borrower and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect affect any Transfer of all or any part of or interest in the Subject Property, the Improvements or this Agreement, including without limitation, the organizational documents and authorizing resolution of the proposed transferee, and Agreement together with such documentation of the proposed transferee’s qualifications and development capacity as the City may reasonably request. (iii) The proposed transferee shall expressly assume all of the rights and obligations of the Developer Borrower under this Agreement and the other City Documents arising after the effective date of the Transfer and all obligations of Developer Borrower arising prior to the effective date of the Transfer (unless Developer Borrower expressly remains responsible for such obligations), ) and shall agree to be subject to and assume all of DeveloperBorrower’s obligations pursuant to the Conditions of Approval and all other conditions, conditions and restrictions set forth in this Agreement. The assumption of such obligations shall be documented in an assignment and assumption agreement in form approved by Citythe City Documents. (iv) The Except in the case of partnership interest Transfers, the Transfer shall be effectuated pursuant to a written instrument satisfactory to the City in form recordable in the Official Records. Consent to any proposed Transfer may be given by the City’s Authorized Representative unless the City’s Authorized Representative, in his or her discretion, refers the matter of approval to the City Council. If the City has not rejected a proposed Transfer or Transfer, requested additional information regarding a proposed Transfer Transfer, or notified Borrower that City Council approval will be required in writing within thirty ninety (3090) days following City’s receipt of written request by DeveloperXxxxxxxx, the proposed Transfer shall be deemed approved.