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transfer, conveyance, assignment or lease ("Transfers") of the whole or any part of the Shea Project Site or of the buildings or structures on the Shea Project Site or of this Agreement. This prohibition shall not apply subsequent to the issuance of a Certificate of Completion to any portion of the Shea Project Site covered by a Certificate of Completion. This prohibition shall not be deemed to prevent the granting of temporary or permanent easements or permits to facilitate the development of the Shea Project Site or to prohibit or restrict the leasing of any part or parts of a building or structure for use of space therein when said improvements are completed. In the absence of specific written agreement by Agency, no such Transfer shall be deemed to relieve Shea or any other party fi.om any obligations under this Agreement until completion of development for a Project Phase as evidenced by the issuance ora Certificate of Completion therefor. In determining whether to approve any proposed transferee, assignee, buyer or lessee ("Transferee") of the Shea Project $i~te, or any portion thereof, prior to the recordation ora Certificate(s) of Completion for each Project Phase or Project Phases to be constructed on the Shea Project Site or a portion thereof, Agency shall be limited to a reasonable determination of whether the Transferee has the qualifications and financial responsibility necessary and adequate to: fulfill the specific obligations required by this Agreement to be undertaken by Shea related to the Project Phase or Project Phases ("Project Phase Obligations") proposed to be transferred or assigned to the Transferee; and Any Transferee, by instrument in writing reasonably satisfactory to Agency and in recordable form, for itself and its successors and assigns, and for the benefit of Agency, shall expressly assume all of the Shea obligations hereunder related to the transferred Shea Project or Project Phase (the "Shea Obligations") and agree to be subject to all of the conditions and restrictions related to such Project Phase to which Shea is subject. Shea shall submit to Agency for review all instruments and other legal documents proposed to effect any such Transfer which are to be recorded, and 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 Agency, Agency approval shall be provided to Shea in writing. Agency shall not unreasonably withhold, condition or delay approval of a Transfer of the Shea Project Site, or any portion thereof, and approval may be withheld only if 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 Agency to effect an assumption of the Shea Obligations under this Agreement with respect to the transferred portion of the Shea Project or Project Phase; or (3) the proposed Transferee fails to submit or allow inspection by Agency of the documentation reasonably required by Agency to make a determination as to Transferee's qualifications and financial responsibility (i.e., financial 41 wc-21875