10-22-2001 Council Packet - Laserfiche WebLink

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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 part: 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 otherwise specillcally provided in this Agreement or agreed to in writing by tlic City, relieve or except such transferee or successor from such obligations, conditions, or restrictions, or deprise or limit the IIR/\ and the City of or w ith respect to any rights or remedies or controls w ith respect to the Development or the constniction of the ImproNements; 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 extent specifically provided othenvise in the Agreement no transfer of. or change with respect to. owTiership in the Development or any part thereof, or any interest therein, however consummated or iKcurring. whether voluntarj' or involuntaiy, shall operate, legally or practically, to deprive or limit the IIRA or the City, of any rights or remedic*s or controls provided in or resulting from this Agreement with respect to the Development and the construction of the Improvements that the HR/\ and the City w ould have had. hud there been no such transfer or change.; and (iii) fhere there shall be submitted to the City for review all instruments and other legal documents involved in elTecting trans.ers described herein, and if approved by the City, their approval shall be indicated to the Developer in writing. In the absence of specific w ritten agreement by the ('ity to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Developer from any of its obligations with 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 delennine determines that the ability of the Dev eloper to perform its obligations under this .Agreement will be materially impaired by the action for which approval Is st»ught. Section 5.5 Sub<vrdin ation and Modification for the Benefit of Mortgagees . (a) In order to facilitate the obtaining of tcmporaiy or permanent financing for the construction or purcha.se of the Development, or indiv idual phxses thereof, by the Dev eloper, 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 prov ides that if the Holder of the Mortgage shall foreclose on the Dev elopment Property or the Improv ements thereon, or on the Developer's interest in the Ground Lease, or any pivrtion thereof, or accept a deed to such property in lieu of foreclosure, it shall consent to be bound by the prov isions of Section 2.1(1) of this Agreement. (b) In order to facilitate the obtaining of financing for the acquisition and construction of the Dev elopment, the City agrees that it shall agree to any reasonable modification of this Article V or waiver of its rights hereunder to accommodate the interests of the Holder of the Mortgage, provided, however, that the City determines, in its reasonable judgment, that any such modification(s) will adequately protect the