Common use of Assignment to Owner Clause in Contracts

Assignment to Owner. The provisions of this Section 11 shall apply separately with respect to each Property. References to Owner or Builder shall refer, respectively, to the Owner Party and Local Builder executing the Addendum applicable to the Property. Effective as the date when the Option has expired or has otherwise been terminated pursuant to this Agreement without Builder having acquired all of the Homesites, Builder does hereby assign to the extent legally assignable and on a non-exclusive basis, without charge or liability to Owner, (a) all plans relating to the horizontal improvements, (b) all of Builder’s rights in all third party guarantees and warranties relating to the Subdivision Improvements or any off-site improvements, and (c) all governmental applications, approvals, agreements, permits and service contracts, all entitlements, and all design and engineering documentation or consulting agreements relating to the Retained Property (collectively, the “Development Work Product”), provided that Builder shall retain the nonexclusive right to use the Development Work Product. The foregoing assignment specifically excludes any contracts, guarantees and warranties and/or rights with subcontractors or other parties (but does not exclude consultants who prepared work product) covered by Builder’s wrap insurance program. Additionally, if reasonably determined by Owner as needed to maintain consistency of home product to be constructed within the Property, promptly following the Option Termination Date, upon request from Owner, Builder shall cooperate with Owner to enable Owner and its successors or assigns, including, without limitation, any replacement builder to whom Owner sells any Retained Property, to obtain the right to use with respect to the Retained Property only the architectural plans and specifications for any homes offered for sale by Builder on the Homesites. Such efforts shall include Builder using commercially reasonable efforts to obtain the consent of the architect who prepared the architectural plans for the home product being offered by Builder for sale on the Property to allow the use thereof on the Retained Property for a typical and reasonable market rate re-use fee. Additionally, Builder may require Owner and any replacement builder to execute a design license agreement on commercially reasonable terms pursuant to which Owner and any replacement builder, among other things will: (i) acknowledge and confirm Builder’s ownership and proprietary rights in all architectural plans owned by Builder; (ii) agree to use the architectural plans only with respect to the Retained Property; and (iii) agree and confirm they will not use the name “Lennar” (or derivatives thereof) or other trademarks or marketing names/concept (such as, without limitation, “Next Gen” and “Everything’s Included”). Builder shall also retain rights in all of the rights assigned to Owner on a non-exclusive basis.