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pROHIBITIONS
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<br />Draft 1/4/95
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<br /> ARTICLE VHI
<br />AGAINST p.S$IGNMENT AND TRANSFER
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<br />Page 15
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<br /> (ii) Any proposed wansferee, by instrument in writing satisfactory to the City
<br />and in form recordable among the land records, shall for itself and its successors and
<br />assigns, and specifically for the benefit of the City, have expressly assumed all of the
<br />obligations of the Developer under this Agreement and agreed to be subject to such
<br />obligations, restrictions and conditions or, in the event the transfer is, of, or relates to, part
<br />of the Development Property, such obligations, conditions, and restrictions to the extent
<br />that they relate to such part; provided, that the fact-that any transferee of, or any other
<br />successor in, interest whatsoever to, the Development Property or any part thereof, shall,
<br />for whatever reason, not have assumed such obhgations or agreed to do so, shall not,
<br />unless and only to the extent otherwise specifically provided in the Agreement or agreed to
<br />in writing by the City, relieve or except such transferee or successor from such obligations,
<br />conditions, or restrictions, or deprive or limit the City of, or with respect to, any rights or
<br />remedies or controls with respect to the Development Property or the construction of the
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<br /> ¢: Section 8.1 Representation as to Development. The Developer represents and agrees
<br />that i:~ undertakings, pursuant to this Agreement, are for the purpose of development of the
<br />Development Property and not for speculation in landholding. The Developer further recognizes
<br />that, ~ view of:
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<br /> ~ (a) the importance of the development of the Development Property to the general
<br />weir .~jre of the City; and
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<br /> ~ (b) the substanual financing and other public rods that have been rhode available by the
<br />City for the purpose of making the minimum improvements possible, the qualifications and identity
<br />of th~ Developer are of particular concern to the City.
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<br /> ~ The Developer further recognizes that it is because of such qualifications and identity that
<br />the ~ity is entering into this Agreement, and, in so doing, is further willing to rely on the
<br />repr~ntations and undertakings of the Developer for the faithful performance of al/undertakings
<br />and ~ovenants agreed by Developer to be performed.
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<br /> iJ Section 8.2 Prohibition Against Transfer 9f property_ and Assignment of Ag-reemcnt.
<br />For ~e reasons set out in Section 8.1 of this Agreement, the Developer represents and agrees that,
<br />pri~to the completion, the M/n/mum Improvements are certified by the City:
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<br /> ~ (a) Except only by way of security for, and only for the purpose of obtaining financing
<br />n~sary to enable the Developer or any successor in interest to the Development Property, or any
<br />part([~uhereof, to perform its obhgations under this Agreement, and any other purpose authorized by
<br />this~greement, the Developer, except as so authorized, has not made or create& and will not make
<br />or ~eate, or suffer to be made or created, any total or partial sale, assignment, conveyance, or any
<br />true_- or power, or transfer in any other form of, or with respect to this Agreement, or the
<br />De~lopment Property, or any part thereof any interest therein, or any contract or agreement to do
<br />an~f the same, without the prior written approval of the City; and
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<br /> ~ (b) The City shall be entitled to require, except as otherwise provided in this
<br />A~ment, conditions to any such approval under this Section 8.2 that:
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<br /> ~: (i) Any proposed transferee shall have the qualifications and financial
<br /> i~ responsibility, as determined by the City, necessary and adequate to fulfill the obligations
<br /> undertaken in this Agreement by the Developer, or in the event the transfer is of, or relates
<br /> to, the Development Property, such obligations to the extent that they relate to such part.
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