10-08-2001 Council Packet - Laserfiche WebLink

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instniment in uriting satisfactory’ to the City and in form recordable among the land records, shall for itself and its successors and assigns, and specifically for the benefit of the HRA and the City, have expressly assumed all (or the applicable portion) of the obligations of the Developer under this Agreement and agreed to be subject to such obligations, restrictions and conditions or, in the event the transfer is, of, or relates to part of the Development, such obligations, conditions, and restrictions to the extent that they relate to such port; provided, that the fact that any transferee of. or any other successor in interest whatsoever to. the Development or any part thereof, shall, for whatever reason, not have assumed such obligations or agreed to do so. shall not. unless and only to the extent othenvise specifically provided in this Agreement or agreed to in w riting by the City, relieve or except such transferee or successor from such obligations, conditions, or restrictions, or deprive or limit the I IRA and the City of or with respect to any rights or remedies or controls with respect to the Development or the construction of the Improvements; it being the intent of this Section 5.3, together with other provisions of this Agreement, that to the fullest extent permitted by law and equity and excepting only in the manner and to the e.xtent specifically provided otherwise in the Agreement no transfer of. or change w ith respect to. ownership in the Development or any part thereof, or any interest therein, however consummated or occurring, whether voluntary or involuntary, shall operate, legally or practically, to deprive or limit the I IRA or the City, of any rights or remedies or controls provided in or resulting from this Agreement with respect to the Developmv .t and the construction of the Improvements that the lIRA and the City would have had, had there been no such transfer or ch.inge. (iii) There shall be submitted to the City for review all instruments and other legal documents involved itt effecting transfers descrit^d herein, and if approved by the City, their approval shall be indicated to the Developer in writing. In the absence of specific written agreement bv the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the IX'veloper from any of its obligations w ith respect thereto. Section 5.4 Approvals. Any approval required to be given by the City under this Article V' may be denied only in the event that the City reasonably determine that the ability of the Developer to perform its obligations under this Agreement will be ntaterially impaired by the action for which approval is sought. Section 5.5 Subordination and Modification for the Itenetlt of Morteayccs. (a) In order to facilitate the obtaining of temporary or permanent financing for the construction or purchase of the Development, or individual phases thereof, by the Developer, the City agrees to subordinate its rights under this Agreement to the Holder of any Mortgage entered into for the purpose of obtaining such financing, but only provided that the Mortgage or subordination agreement provides that if the Holder of the Mortgage shall foreclose on the Development t’roperty or the Improvements thereon, or on the Developer’s interest in the Ground Lease, or any portion thereof, or accept a deed to such property in lieu of foreclosure, it shall consent to be bound by the provisions of Section 2.1 (0.