RES 16831 - Laserfiche WebLink

of an affiliate of MidPen Housing Corporation, a California nonprofit public benefit corporation, as the managing general partner of Lessee; (4) the lease of the residential units consistent with the Tax Credit Restrictive Covenant and the Regulatory Agreement; (5) the transfer of limited partnership interests in Lessee; (6) in the event that any general partner of Lessee is removed by the Investor for cause following default under Lessee's partnership agreement, the transfer of the general partner interest to an affiliate of the Investor or to a 501(c)(3) tax-exempt nonprofit corporation selected by the Investor and approved by Lessor, in its reasonable discretion, provided that the successor nonprofit corporation has experience, assets and access to capital and private funding sufficient to construct (if the Project has not been fully constructed) and operate the Project in accordance with this Lease; and (7) the transfer of the Project from Lessee to one of the general partners of the Lessee or an affiliate of the general partners of the Lessee at the end of the tax credit compliance period for the Project. (b) Upon the granting of any consent(deemed or otherwise) by Lessor with respect to a Transfer by Lessee, this Lease shall be binding upon and shall inure to the benefit of Lessor and Lessee and their respective heirs, successors, assigns, legal representatives, Lenders, Tenants and other transferees. ARTICLE 17. MISCELLANEOUS PROVISIONS Section 17.1 Consents. Lessor agrees not to unreasonably withhold or delay its consent to matters requiring Lessor's consent hereunder unless the applicable provision of this Lease permits Lessor to exercise Lessor's sole discretion with respect to a particular matter. Section 17.2 Enforced Delay; Extension of Times of Performance. Time is of the essence in the performance of each of the Parties' respective obligations set forth in this Lease. Except as expressly set forth in this Section 17.2, performance by any Party hereunder shall not be deemed to be in default and such Party shall be entitled to an extension of time to perform its obligations hereunder where delays in performance are due to causes beyond the reasonable control and without the fault of such Party, including as applicable: war; insurrection; strikes; lockouts; riots; floods; earthquakes; tires; casualties; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplies that are not caused by any Party; acts of the other Parties; acts or the failure to act of any public or governmental agency or entity that are not caused by Lessee; or other causes beyond the reasonable control of the Party ("Force Majeure"). Notwithstanding the foregoing, Lessee's inability to secure satisfactory financing, interest rates, and market and economic conditions shall not entitle Lessee to an extension of time to perform. An extension of time for any cause permitted under this Section 17.2 shall be limited to the 39 191\52\1656915.8 OAK#4834-9609-1684 v8