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SANTA ANA WBBB, LP 4
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Last modified
3/6/2017 1:21:10 PM
Creation date
4/6/2011 3:38:12 PM
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Contracts
Company Name
SANTA ANA WBBB, LP
Contract #
A-2011-051
Agency
COMMUNITY DEVELOPMENT
Council Approval Date
3/7/2011
Destruction Year
0
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1602.2 Permitted Transfers. Notwithstanding any other provision of this <br />Agreement to the contrary, Agency approval of an assignment of this Agreement or conveyance of <br />the Property or Improvements, or any part thereof, shall not be required in connection with any of the <br />following: <br />(a) Any transfers to an entity or entities in which the Developer, or either <br />of its general partners, retains ownership or beneficial interest and retains management and control of <br />the transferee entity or entities. <br />(b) The conveyance or dedication of any portion of the Property to the <br />City or other appropriate governmental agency, or the granting of easements or permits to facilitate <br />construction of the Improvements (as defined herein). <br />(c) Any requested assignment for financing purposes (subject to such <br />financing being considered and approved by the Agency pursuant to Section 311), including the grant <br />of a deed of trust to secure the funds necessary for construction and permanent financing of the <br />Improvements. <br />(d) Removal of the investor limited partner of Developer upon the <br />expiration of the fifteen (15) year tax credit compliance period applicable to the Project. <br />In the event of an assignment by Developer under subparagraphs (a) or (c) above not <br />requiring the Agency's prior approval, Developer nevertheless agrees that at least thirty (30) days <br />prior to such assignment it shall give written notice to Agency/City of such assignment and <br />satisfactory evidence that the assignee has assumed jointly with Developer the obligations of this <br />Agreement. <br />1602.3 Agency/City Consideration of Requested Transfer. Agency and City <br />agree that they will not unreasonably withhold approval of a request made pursuant to this <br />Section 1602, provided the Developer delivers written notice to the Agency/City requesting such <br />approval. Such notice shall be accompanied by sufficient evidence regarding the proposed <br />assignee's or purchaser's development and/or operational qualifications and experience, and its <br />financial commitments and resources, in sufficient detail to enable the Agency to evaluate the <br />proposed assignee or purchaser pursuant to the criteria set forth in this Section 1602 and as <br />reasonably determined by the Agency/City. The Agency/City shall evaluate each proposed <br />transferee or assignee on the basis of its development and/or qualifications and experience in the <br />construction of facilities similar to the Improvements, and its financial commitments and resources, <br />and may reasonably disapprove any proposed transferee or assignee, during the period for which this <br />Section 1602 applies, which the Agency/City determines does not possess equal or better <br />qualifications that the transferring Developer. An assignment and assumption agreement in a form <br />satisfactory to the Agency/City's legal counsel shall also be required for all proposed assignments. <br />Within thirty (30) days after the receipt of the Developer's written notice requesting Agency <br />approval of an assignment or transfer pursuant to this Section 1602, the Agency/City shall either <br />approve or disapprove such proposed assignment or shall respond in writing by stating what further <br />information, if any, the Agency/City reasonably requires in order to determine the request complete <br />and determine whether or not to grant the requested approval. Upon receipt of such a response, the <br />Developer shall promptly furnish to the Agency/City such further information as may be reasonably <br />requested. <br />50 <br />DOCSOC/ 1469583 v5/200272-0003
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