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<br />proceedings under any provisions of the Bankruptcy Act, and such assignment or transfer shall be, to <br />the extent permitted by law wholly void and of no force and effect unless such assignment or transfer <br />has been consented to by the City Council. <br /> <br />During the term of this Agreement, any approved assignee or transferee of the rights <br />under this Agreement shall observe and perform all of the duties and obligations of Owner contained <br />in this Agreement as such duties and obligations pertain to the portion of the Property transferred or <br />assigned. Any and all approved successors and assignees of Owner shall have all of the same rights, <br />benefits, duties, obligations, and liabilities of Owner under this Agreement. If the Property is <br />subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to <br />persons for development by them in accordance with the provisions of this Agreement. Following a <br />permitted assignment herewith the assignor shall have no further rights or obligations with respect to <br />the Project or Element assigned, as the case may be. <br /> <br />4.3 Permitted Assignments. The prohibition against transfer of this Agreement <br />with respect to all or any portion of the Property as described in Section 4.2 above shall not apply to, <br />and the City hereby consents to, any transfer of this Agreement with respect to all or any portion of <br />the Property to: <br /> <br />a. Any business entities such as limited partnerships, limited liability <br />companies, joint ventures or other similar entities formed for the purpose of performing Owner's <br />obligations under this Agreement, provided Owner, Nexus and/or Curtis R. Olson retains operational <br />and managerial control of any such entity. <br /> <br />b. Nexus and/or Curtis R Olson or any Affiliate. <br /> <br />c. One or more Mortgagees. <br /> <br />d. Integral or any Affiliate thereof with respect to the Integral Project or <br />any single purpose entity created by Integral, or any Affiliate thereof, formed for the purpose of <br />constructing the Integral Project. <br /> <br />e. DF#1 LLC, David R. Fried, and/or A&D Properties, and/or any <br />company or corporation more than fifty percent (50%) owned by DF#I LLC, David R. Fried and/or <br />A&D Properties. <br /> <br />f. Buyer's of Residential Units. <br /> <br />g. Owners' Association(s) with respect to common areas. <br /> <br />h. Tenants, ground lessees and/or purchasers of the retail and/or office <br /> <br />spaces. <br /> <br />4.4 Amendment or Cancellation of Agreement. This Agreement may be <br />amended from time to time or cancelled by the mutual consent of the parties, but only in the same <br />manner as its adoption by an ordinance as set forth in Government Code Section 65868. The term <br />"Agreement" or "Development Agreement" as used herein shall include any amendment properly <br />approved and executed. <br /> <br />8 <br /> <br />DOCSOC/II10339vII124579-0001 <br /> <br />Ordinance NS-2691 <br />Page 15 of73 <br />