Common use of Conditions to CDA Approval Clause in Contracts

Conditions to CDA Approval. The CDA shall be entitled to require, except as otherwise provided in this Agreement, as conditions to any approval required pursuant to Sections 7.2 or 7.3 that: (1) any proposed transferee shall have the qualifications and financial responsibility, as reasonably determined by the CDA, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Company with respect to the Project (or, if the transfer relates to a portion/phase of the Project, then such obligations to the extent that they relate to such portion and/or phase); (2) any proposed transferee, by instrument in writing satisfactory to the CDA and in form recordable in the Westchester County Clerk’s Office, shall, for itself and its successors and assigns, and expressly for the benefit of the CDA, have expressly assumed all of the obligations of the Company under this Agreement with respect to the Disposition Parcels to be conveyed and agreed to be subject to all the conditions and restrictions to which the Company is subject with respect to the Disposition Parcels; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Disposition Parcels (except a Recognized Mortgagee or a Foreclosure Transferee), shall not have, for whatever the reason, assumed such obligations or so agreed, shall not (unless and only to the extent otherwise specifically provided in this Agreement, or agreed to in writing by the CDA) relieve or except such transferee or successor of or from such obligations, conditions or restrictions, or deprive or limit the CDA of or with respect to any rights or remedies or controls with respect to the Disposition Parcels or the construction of the Project; it being the intent of this provision, together with other provisions of this Agreement, that (to the fullest extent permitted by law and equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ownership in the Disposition Parcels or any interest therein, whether voluntary or involuntary, shall operate, legally or practically, to deprive or limit the CDA of or with respect to any rights or remedies or controls provided in or resulting from this Agreement with respect to the Disposition Parcels and the construction of the Project that the CDA would have had, had there been no such transfer or change; and (3) prior to the execution thereof, there shall be submitted to the CDA all instruments and other legal documents involved in effecting any transfer; and if such documents are approved by the CDA, its approval shall be indicated to the Company in writing.