ASSIGNMENT; DEVELOPER ENTITY Clause Samples

ASSIGNMENT; DEVELOPER ENTITY. ARTICLE 6.1 No Assignment, Transfer or Mortgage by the Developer. Except with prior Consent of Owner and the City Council, the Developer shall not (i) sell, assign, transfer, sublease, license or otherwise dispose of this Developer Agreement, or any Interest herein or hereunder, (ii) mortgage, pledge, encumber or otherwise hypothecate this Developer Agreement or any interest herein or hereunder, or (iii) in any other manner transfer or convey any right, title, interest or estate in or under this Developer Agreement or to any portion or all of the Hotel Project Improvements; provided, however, the Developer may, without such prior Consent, directly or indirectly assign all or any portion of any of its rights, interests or obligations under this Developer Agreement to an entity that is owned or controlled, directly or indirectly, by the Developer, or to an entity under common control with the Developer; provided, further, that no such assignment shall relieve the Developer of any of its obligations to the Owner hereunder. Any attempted act in breach of the provisions of the preceding sentence without such prior Consent shall be void and shall confer no rights upon any third parties.