Common use of Assignments by Developer Clause in Contracts

Assignments by Developer. (a) Prior to Final Completion of each Phase of the Project, Developer may not assign Developer's rights, duties, or obligations under this Agreement, in whole or in part, to another person or entity, without the prior approval of City, which approval may be granted or withheld in City's sole discretion. After Final Completion of each Phase of the Project, Developer may not assign Developer's rights, duties, or obligations under this Agreement, in whole or in part, to another person or entity, without the prior approval of City; provided, that City's approval shall not be unreasonably withheld, conditioned, or delayed, so long as the proposed assignee shall have qualifications, experience, and financial responsibility, as reasonably determined by City, necessary and adequate to fulfill the obligations of Developer with respect to the Project and this Agreement. (b) Notwithstanding the foregoing, Developer may, without City's consent, assign Developer's rights, duties, or obligations under this Agreement, in whole or in part, to (i) any entity owned or controlled by a Van Tuyl Party (each, a "Van Tuyl Entity"), (ii) any subsidiary or other entity owned at least 51%, directly or indirectly, by Developer or a Van Tuyl Entity, or (iii) any person, firm, corporation or other entity who is the purchaser of all or substantially all of the assets of Developer or is the successor to substantially all the assets and business of Developer by virtue of a corporate merger or consolidation of, with or into Developer; provided, that in any of the foregoing cases, (ix) the assignee has a net worth equal to or greater than the then-current Developer, or (x) Developer, or the assignee provides a guaranty of Agreement from Developer, a Van Tuyl Entity, or another guarantor reasonably acceptable to City. For purposes of this Agreement, a "Van Tuyl Party" means: (a) ▇▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇; (b) any spouse, sibling, or descendant of ▇▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇; (c) any trust or family partnership established primarily for the benefit of one or more of the Persons described in subparagraphs (a) and/or (b) above; (d) the estate of any of the Persons described in subparagraphs (a) and/or (b) above; and/or (e) any corporation, partnership, limited liability company, joint venture, or any other entity that is controlled by any of the foregoing Persons. "Person" or "person" - means any individual, company, trust or other legal entity of any kind whatsoever, or other organization, whether or not a legal entity.