Common use of Assignment by Developer Clause in Contracts

Assignment by Developer. (a) Except as otherwise provided for herein, Developer may not sell, convey, assign or otherwise transfer or dispose of any or all of the Project or the Project Site or any of its rights, interests, duties or obligations under this Agreement prior to the Completion Date, without the prior written consent of the Agency, which consent the Agency shall not unreasonably withhold or delay.‌ (b) If the Agency does not object to any such proposed sale, conveyance, assignment, transfer or disposition by written notice of such objection delivered to Developer within thirty (30) days after receipt from Developer of a written request for approval thereof. The proposed sale, conveyance, assignment, transfer or disposition shall be deemed consented to and approved by the Agency as of the expiration of such thirty (30) day period. 2. A sale, conveyance, assignment, transfer or disposition by Developer, in the Project or Project Site or any of its rights, interests, duties or obligations under this Agreement to a joint venture, limited liability company or entity, general partnership or limited partnership in which Developer, or any of the principals or members of Developer that own at least 50% of the issued and outstanding membership units of the Developer, is a partner or member shall not constitute a sale, conveyance, assignment, transfer or disposition which requires the Agency’s approval pursuant to Subsection 13.1.1 above before becoming effective. In the case of such a sale, conveyance, assignment, transfer or disposition, Developer shall give written notice thereof to the Agency of the occurrence of such sale, conveyance, assignment, transfer or disposition. 3. Notwithstanding anything in Subsection 13.1.1, Developer may mortgage or encumber its interest in the Project or the Project Site, or any part thereof, to any mortgagee without any prior consent or approval by the Agency being necessary or required. The Developer may collaterally assign this Agreement to a lender for security for financing for the Project or Project Site. 4. Notwithstanding anything in Subsection 13.1.1, Developer may transfer its interest in the Project or the Project Site and/or assign its rights hereunder after the Completion Date.