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conveyance, assignment, subdivision, refinancing or lease of the whole or any part of the Sites or <br />the Improvements will entitle the Agency to its right of re-entry and reverting as set forth in <br />Section 505 hereof. <br />604.2 Permitted Transfers. Notwithstanding any other provision of this <br />Agreement to the contrary, Agency approval of an assignment of this Agreement or conveyance <br />of the Sites or Improvements, or any part thereof, shall not be required in connection with any of <br />the following: <br />(a) Any transfers to an entity or entities in which the Developer retains <br />ownership or beneficial interest and retains management and control of the transferee entity or <br />entities. <br />(b) The conveyance or dedication of any portion of the Sites to the City or <br />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 herein), <br />including the grant of a deed of trust to secure the funds necessary for land acquisition, <br />construction and permanent financing of the Improvements. <br />(d) Any sale of the single family homes to owner-occupants, pursuant to <br />Section 403 hereof. <br />In the event of an assignment by Developer under subparagraphs (a) or (c) above <br />not requiring the Agency's prior approval, Developer nevertheless agrees that at least thirty (30) <br />days prior to such assignment it shall give written notice to Agency of such assignment and <br />satisfactory evidence that the assignee has assumed jointly with Developer the obligations of this <br />Agreement. <br />604.3 Agency Consideration of Requested Transfer. The Agency agrees that <br />it will not unreasonably withhold approval of a request made pursuant to this Section 603, <br />provided the Developer delivers written notice to the Agency requesting such approval. Such <br />notice shall be accompanied by sufficient evidence regarding the proposed assignee's or <br />purchaser's development and/or operational qualifications and experience, and its financial <br />commitments and resources, in sufficient detail to enable the Agency to evaluate the proposed <br />assignee or purchaser pursuant to the criteria set forth in this Section 603 and as reasonably <br />determined by the Agency. The Agency shall evaluate each proposed transferee or assignee on <br />the basis of its development and/or qualifications and experience in the construction of facilities <br />similar to the Improvements, and its financial commitments and resources, and may reasonably <br />disapprove any proposed transferee or assignee, during the period for which this Section 603 <br />applies, which the Agency determines does not posses equal or better qualifications that the <br />transferring Developer. An assignment and assumption agreement inform satisfactory to the <br />Agency's legal counsel shall also be required for all proposed assignments. Within thirty (30) <br />days after the receipt of the Developer's written notice requesting Agency approval of an <br />assignment or transfer pursuant to this Section 603, the Agency shall either approve or <br />600457905v2 3747 <br />