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(b) In connection with a request under this Section, Developer shall submit to the <br />City for review all instruments and other legal documents proposed to effect any such transfer. <br />If a requested transfer to a replacement Affordable Developer is approved by the City such <br />approval shall be indicated to the Developers in writing. Such approval shall be granted or <br />denied by the City within thirty (30) working days of receipt by the City of the Developer's <br />request for approval of a Transfer. Documents containing proprietary information required to be <br />submitted hereunder may be submitted to City's attorneys, who shall make best efforts to <br />maintain the confidentiality of all such proprietary information and/or to prevent the disclosure <br />of same to any third party; provided, however that nothing in this sentence shall require City to <br />violate any duty or obligation with respect to such information that it has under applicable law. <br />(c) If a transfer to a replacement Affordable Developer is approved here under the <br />City, the Developers and the proposed transferee shall execute an Assignment Agreement in <br />substantially the form provided by the City; provided however, that if Affordable Developer fails <br />to execute such Assignment Agreement, the City, Developer and proposed transferee may <br />effectuate such transfer without the Affordable Developer's signature, it being agreed that <br />Affordable Developer's execution of this Agreement constitutes its authorization of such <br />assignment. <br />(d) Notwithstanding anything to the contrary in this Agreement, Affordable <br />Developer may, without the consent of the City, assign all of its right, title, interest and <br />obligations under this Agreement to a limited partnership in which Affordable Developer is the <br />administrative general partner, provided that such assignee shall assume in writing all of <br />Affordable Developer's obligations under this Agreement, and provided further that the <br />Affordable Developer shall provide a copy of such assignment to the City. <br />ARTICLE 4. <br />MISCELLANEOUS <br />Section 4.1 Attome 's Fees and Costs. <br />The City shall be entitled to receive from the Developer, Affordable Developer, or any <br />person violating the requirements of this Agreement, in addition to any remedy otherwise <br />available under this Agreement or at law or equity, whether or not litigation is instituted, the <br />costs of enforcing this Agreement, including without limitation reasonable attorneys' fees and <br />the costs of City staff time. <br />Section 4.2 Appointment of Other Agencies. <br />At its sole discretion, the City may designate, appoint or contract with any other public <br />agency, for-profit or non-profit organization to perform some or all of the City's obligations <br />under this Agreement. <br />Section 4.3 Hold Harmless. <br />Developer and Affordable Developer agree to indemnify and hold harmless (without <br />limit as to amount) the City and its elected officials, officers, employees and agents in their <br />13 <br />1199\10\3609857.1 <br />REV: 10-18-23 SK <br />