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RES 2024040
City of Pleasanton
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RES 2024040
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6/18/2024 4:24:22 PM
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CITY CLERK
CITY CLERK - TYPE
RESOLUTIONS
DOCUMENT DATE
6/4/2024
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<br />4879-3324-5885v3 <br />21 <br />development capacity as the City may reasonably request. <br /> <br />(iii) The proposed transferee shall expressly assume all of the rights <br />and obligations of the Owner under this Agreement and the other City Documents arising <br />after the effective date of the Transfer and all obligations of Owner arising prior to the <br />effective date of the Transfer (unless Owner expressly remains responsible for such <br />obligations) and shall agree to be subject to and assume all of Owner’s obligations under <br />this Agreement and the Ground Lease. <br /> <br />(iv) The Transfer shall be effectuated pursuant to a written instrument <br />satisfactory to the City in form recordable in the Official Records. <br /> <br />(v) The final form of the partnership agreement, operating agreement, <br />and other organizational documents of the proposed transferee and its general <br />partner(s)/managing member, and any subsequent amendments that affect the City’s <br />economic interests under this Agreement or the City Documents shall be subject to City’s <br />review and approval. <br /> <br /> Consent to any proposed Transfer may be given by the City’s Authorized Representative <br />unless the City’s Authorized Representative, in his or her discretion, refers the matter of approval <br />to the City Council. If the City has not rejected a proposed Transfer or requested additional <br />information regarding a proposed Transfer in writing within forty-five (45) days following City’s <br />receipt of written request by Owner, the proposed Transfer shall be deemed approved. <br /> <br /> 8.4 Effect of Transfer without City Consent. In the absence of specific written <br />agreement by the City, no Transfer of the Project or Owner’s interest in the Property shall be <br />deemed to relieve the Owner or any other party from any obligation under this Agreement. It <br />shall be an Event of Default hereunder entitling City to pursue remedies including without <br />limitation, acceleration of the Loan and/or foreclosure under the Deed of Trust if without the <br />prior written approval of the City, Owner assigns or Transfers the Project or Owner’s interest in <br />the Property, or any part thereof of interest therein, or undergoes any other Transfer (including <br />without limitation, any assignment for security or encumbrance of the Property, or the Project, or <br />part thereof) in violation of Section 8. <br /> <br /> 8.5 Recovery of City Costs. Within ten (10) days following City’s delivery to Owner <br />of an invoice detailing such costs, Owner shall reimburse City for all City costs, including but <br />not limited to reasonable attorneys’ fees, incurred in reviewing instruments and other legal <br />documents proposed to effect any Transfer, and in reviewing the qualifications and financial <br />resources of a proposed transferee. <br /> 8.6 Encumbrances. Owner agrees to cooperate with City in good faith to ensure that <br />all deeds of trust or other security instruments and any applicable subordination agreement <br />recorded against Owner’s interest in the Property, the Project or part thereof for the benefit of a <br />lender other than City (“Third-Party Lender”) shall contain each of the following provisions: <br />(i) Third-Party Lender shall use its best efforts to provide to City a copy of any notice of default <br />issued to Owner concurrently with provision of such notice to Owner; and (ii) City shall have the
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