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(b) Any total or partial sale, assignment or conveyance, or any trust or power, <br />or any transfer in any other mode or form, of or with respect to any ownership interest in <br />Developer or any contract or agreement to do any of the same; or <br />(c) Any merger, consolidation, sale or lease of all or substantially all of the <br />assets of the Developer; or <br />(d) The leasing of part or all of the Property or the Improvements thereon; <br />provided, however, that leasing of the Units included within the Improvements to tenant <br />occupants in accordance with the Regulatory Agreement shall not be deemed a Transfer for <br />purposes of this Article. <br />Section 6.2 Purpose of Restrictions on Transfer. <br />(a) This Agreement is entered into solely for the purpose of development and <br />operation of the Development and its subsequent use in accordance with the terms hereof. The <br />Developer recognizes that the qualifications and identity of the Developer are of particular <br />concern to the City, in view of: <br />(1) The importance of the development of the Improvements to the <br />general welfare of the community; <br />(2) The public aid that has been made available by law and by the <br />government for the purpose of making such development possible; <br />(3) The reliance by the City upon the unique qualifications and ability <br />of the Developer to serve as the catalyst for development of the Property and upon the continuing <br />interest which the Developer will have in the Property to assure the quality of the use, operation <br />and maintenance deemed critical by the City in the development of the Property; <br />(4) The fact that a change in ownership or control of the owner of the <br />Property, or of a substantial part thereof, or any other act or transaction involving or resulting in <br />a significant change in ownership or with respect to the identity of the parties in control of the <br />Developer or the degree thereof is for practical purposes a transfer or disposition of the Property; <br />(5) The fact that the Property is not to be used for speculation, but only <br />for development and operation by the Developer in accordance with the Agreement; and <br />(6) The importance to the City and the community of the standards of <br />use, operation and maintenance of the Property. <br />(b) The Developer further recognizes that it is because of such qualifications <br />and identity that the City is entering into this Agreement with the Developer and that Transfers <br />are permitted only as provided in this Agreement. <br />REV: 06-17-2020 PR <br />1199\09\2727850.8 <br />ATTY/AGR.2020.100/353 Main Street Apartments LP (Page 45 of 143) <br />