Approved Assignment. Each TRA Holder hereby agrees that the Agent may, at any time and in its sole discretion, elect to make an assignment, in whole or in part, of this Agreement to a Person (upon such election, an “Approved Assignment”), and each such TRA Holder will raise no objections against such Approved Assignment, regardless of the consideration (if any) being paid in such Approved Assignment, so long as such Approved Assignment does not materially and adversely impact such TRA Holders in a manner materially disproportionate to the other TRA Holders. Each TRA Holder will take all actions requested by the Agent in connection with the consummation of an Approved Assignment, including the execution of all agreements, documents and instruments in connection therewith requested by the Agent of such TRA Holder. If at any time the Agent becomes unable or unwilling to continue in its capacity as Agent or resigns as Agent without making an Approved Assignment, then in each case the TRA Holders may, by a plurality vote of such Persons ratably in accordance with their respective rights to receive Early Termination Payments under this Agreement, appoint a new representative to replace the then serving Agent. Notice of such appointment must be delivered to the Corporation. Such appointment will be effective upon the later of the date indicated in such notice or the date such notice is received by the Corporation. The Agent may resign upon thirty (30) calendar days’ written notice to the Corporation.
Approved Assignment. The City hereby approves DD&B, an affiliate of DD&B or a newly formed entity controlled and/or managed by DD&B or Xxxxxx Xxxxx (“DD&B Entity”) as a Designated Successor and Assign of Developer solely with respect to the LESC-2 Parcel, should DD&B or a DD&B Entity become the fee simple owner of the LESC-2 Parcel on or before December 31, 2022 (“Acquisition Deadline”). If DD&B or a DD&B Entity fails to acquire fee simple title to the LESC-2 Parcel on or before the Acquisition Deadline, this First Amendment shall terminate and be of no further force and effect.
Approved Assignment. Lxxxxxxx agrees that Tenant may, unless expressly prohibited by a provision of the Operative Documents, assign this Lease or sublease the Demised Premises, respectively, or any right or interest therein, without Landlord’s written consent to any subsidiary or affiliate of Tenant or of Tenant’s parent (collectively, “Approved Assignee”). In the event of any such assignment or transfer, Tenant herein named (and, in case of any subsequent transfer, the transferor) shall be automatically released and relieved from and after the date of such assignment or transfer of all personal liability as respects the performance of any covenants or agreements on the part of Tenant contained in this Lease thereafter to be performed (including, but not limited to, the agreement described in Section 2.2 pertaining to the Operative Documents), and provided further that upon any such permitted assignment or transfer, the assignee or transferee shall be deemed to have assumed all of the covenants, agreements and conditions in this Lease contained to be performed on the part of Tenant, it being intended hereby that the covenants and agreements contained in this Lease on the part of Tenant shall, subject as aforesaid, be binding on Tenant, its successors and assigns, only during and in respect of their respective successive periods of ownership.
