Agmt00 Irvine Apartment Communi - Laserfiche WebLink

Browse Search

Any Transferee, by instnunent in writing reasonably satisfactory to the Agency and in recordable form, for itself and its successors and assigns, and for the benefit of the Agency, shall expressly assume all of IAC's obligations hereunder related to the transferred IAC Project or Project Phase ("IAC's Obligations") and agree to be subject to all of the conditions and restrictions related to such Project Phase to which IAC is subject. IAC shall submit to the Agency for review all instruments and other legal documents proposed to effect any such Transfer which are to be recorded, and the Agency shall have the right, pursuant to Section 1005 below, to inspect all other documents related to such Transfer. If the Transfer is approved (if such approval is required) by the Agency, the Agency approval shall be provided to IAC in writing. The Agency shall not unreasonably withhold, condition or delay approval of a Transfer of the IAC Project Site, or any portion thereof, and approval may be withheld only if the Agency reasonably finds that: (1) the proposed Transferee does not have the necessary qualifications and financial responsibility; (2) the proposed Transferee fails to execute the instruments reasonably required by the Agency to effect an assumption of IAC's Obligations under this Agreement with respect to the transferred portion of the IAC Project or Project Phase; or (3) the proposed Transferee fails to submit or allow inspection by the Agency of the documentation reasonably required by the Agency to make a determination as to the Transferee's qualifications and financial responsibility (i.e., financial statements, financial records, evidence of professional qualifications and development experience). If the Agency withholds approval of a Transfer,the Agency shall notify IAC in writing of the reasons the approval was withheld, within ten(10) days of written request by IAC. Failure by the Agency to inform IAC of approval, or disapproval and the reasons therefor, within this period shall automatically be deemed to be an approval of the requested Transfer. This prohibition shall automatically terminate and be of no further force or effect with respect to portions of the IAC Project Site for which a Certificate of Completion has been issued. The following transactions shall be permitted prior to the issuance of Certificates of Completion: (1) granting of temporary easements or permits to facilitate the development of the IAC Project Site; (2) the leasing or preleasing of space in the proposed buildings or structures; or(3) any transaction approved by the Agency pursuant to Section 51 l, including but not limited to a sale- leaseback, whereby any portion of the IAC Project Site is sold and then leased back by IAC. After filing a Certificate of Completion, no approval under this Agreement is required as to any Transfer of any part of the IAC Project Site covered by such Certificate of Completion. §902 Prohibition on Transfer of Partnership Interests Prior to recordation of a Certificate of Completion, no general partner of IAC shall transfer its interest in IAC without the prior written approval of the Agency, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, no approval of Agency shall be required with respect to the Transfer of any interest in IAC to any subsidiary, pazent or 39 9627:83976.25