RES 19-093 APPROVING CONTRACT FOR PRIVATE REDEVELOPMENT WITH DORAN SLV, LLC.

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Minnesota, shall, for itself and its successors and assigns, and expressly for the benefit of the Authority and City, have expressly assumed all of the obligations of the Redeveloper under this Agreement as to the portion of the Redevelopment Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Redeveloper is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Redevelopment Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the Authority) deprive the Authority or City of any rights or remedies or controls with respect to the Redevelopment Property, the Minimum Improvements or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no Transfer of, or change with respect to, ownership in the Redevelopment Property or any part thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally, or practically, to deprive or limit the Authority or City of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the Redevelopment Property that the Authority or City would have had, had there been no such Transfer or change. In the absence of specific written agreement by the Authority and City to the contrary, no such Transfer or approval by the Authority and City thereof shall be deemed to relieve the Redeveloper, or any other party bound in any way by this Agreement or otherwise with respect to the Redevelopment Property, from any of its obligations with respect thereto. (iii) Any and all instruments and other legal documents involved in effecting the Transfer of any interest in this Agreement or the Redevelopment Property governed by this Article VIII, shall be in a form reasonably satisfactory to the Authority and City. (iv) At the written request of Redeveloper, the Authority and City shall execute and deliver to Redeveloper and the proposed transferee an estoppel certificate containing commercially customary and reasonable certifications. In the event the foregoing conditions are satisfied then the Redeveloper shall be released from its obligation under this Agreement, as to the portion of the Redevelopment Property that is transferred, assigned, or otherwise conveyed. (c) After issuance of a Certificate of Occupancy for the final Phase of the Minimum Improvements, the Redeveloper may transfer or assign the Redevelopment Property or the Redeveloper's interest in this Agreement without the prior written consent of the Authority or City. The Redeveloper shall provide to the Authority and City notice of any such Transfer. Any transferee or assignee shall be bound by all of the Redeveloper's obligations hereunder. The Redeveloper shall submit to the City and Authority written evidence of such Transfer, including the transferee' s or assignee' s express assumption of the Redeveloper' s obligations under this Agreement. If the Redeveloper fails to provide such evidence of Transfer and assumption, the Redeveloper shall remain bound by all of its obligations under this Agreement. 18 623340v3SA730-2