08-22-2001 Council Agenda - Laserfiche WebLink

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1316916v1 (a) Except as permitted under Section 9, the Developer may not sell, convey, transfer, mortgage, lease (except in the ordinary course of Developer's business) or assign the Development Property or any part thereof or any interest therein, without the prior written approval of the City, which approval shall not be unreasonably withheld if the requirements of Section 10.2(b) are satisfied. (b) As a condition to its consent to any transfer within the scope of Section 10.2, the City may require that: (i) Any proposed transferee has the qualifications and financial capacity, in the reasonable judgment of the City, necessary and adequate to perform the Developer's obligations under this Agreement. (ii) Any proposed transferee, by instrument in writing satisfactory to the City and in form recordable among the County land records, must, for the benefit of the City, expressly assume all of the obligations of the Developer under this Agreement and the Assessment Agreement and agree to be subject to all the conditions and restrictions to which the Developer is subject under the terms of this Agreement. In the absence of specific written agreement by the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Developer from any of its obligations under this Agreement. (iii) The Developer must submit to the City, for the City's review and prior written approval, all instruments and other documents involved in effecting the transfer of any interest in this Agreement or the Development Property. 11. EVENTS OF DEFAULT. 11.1. Events of Default. Each of the following is an Event of Default: (a) A Party's failure to fully perform one or more of its obligations under this Agreement within the time period set forth in this Agreement for the Party's performance of the obligation or, if no time period is set forth in this Agreement, within a reasonable time; (b) A Party's failure to observe any restriction or prohibition this Agreement imposes upon the Party; (c) A Party's (i) Filing of a petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the United Stated Bankruptcy Act of 1978, as amended, or under any similar federal or state law; or (ii) Assignment of its assets for the benefit of its creditors; or 44 Page 61