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Developer as is necessary for the Agency to undertake and complete <br /> its obligations hereunder with respect to the Property. <br /> Section 3 . 03 . Taxes, Assessments, Encumbrances and <br /> Liens . <br /> The Developer shall pay prior to delinquency all real <br /> property taxes and assessments assessed and levied on or against <br /> any portion of the Property subsequent to the Close of Escrow <br /> pertaining to that Property and the conveyance to the Developer of <br /> title to said Property hereunder. The Developer shall not place <br /> and shall not allow to be placed on any of the Property any <br /> mortgage, trust deed, deed of trust, encumbrance or lien not <br /> authorized by this Agreement . The Developer shall remove, or shall <br /> have removed, any levy or attachment made on any of the Property, <br /> or shall assure the satisfaction thereof, within a reasonable time <br /> but in any event prior to a sale of the subject Property, or any <br /> portion thereof, thereunder. Nothing herein contained shall be <br /> deemed to prohibit the Developer from contesting the validity or <br /> amounts of any tax assessment, encumbrance or lien, nor to limit <br /> the remedies available to the Developer in respect thereto. The <br /> covenants of the Developer set forth in this Section relating to <br /> the placement of any unauthorized mortgage, trust deed, deed of <br /> trust, encumbrance or lien, shall remain in effect only until the <br /> final Certificate of Completion, as provided in Section 3 . 07 of <br /> this Agreement, has been recorded with respect to the Project . <br /> Section 3 . 04 . Prohibition Against Transfer. <br /> a. Prior to the recordation of a final Certificate of <br /> Completion, as provided in Section 3 . 07 of this Agreement, the <br /> Developer shall not, without prior written approval of the Agency, <br /> or except as specifically permitted by this Agreement, make any <br /> total or partial sale, transfer, conveyance, lease, leaseback, or <br /> assignment of the whole or any part of the Property or the <br /> improvements thereon. This prohibition shall not apply to any of <br /> the following: (i) the reasonable grant of limited easements or <br /> permits to facilitate the development of the Property; (ii) <br /> leases, other than ground leases, to prospective tenants of retail <br /> portions of the Project, if applicable, whose use of the Property <br /> is in conformity with the Community Redevelopment Law and all <br /> applicable zoning laws or ordinances; or (iii) leases of living <br /> units to qualified tenants, provided that the City has issued a <br /> Certif icate of Occupancy. Further, until the f inal Certif icate of <br /> Completion has been issued as to the Project, the Developer shall <br /> not assign or attempt to assign this Agreement or any right herein, <br /> except as otherwise permitted by this Agreement . <br /> REDW\0006\DOC\013-7 <br /> 2 1 1\11\08 940 law <br />