Agenda - 06-24-1986 - Laserfiche WebLink

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ARTICLE VIII ASSIGNMENT, LEASE AND SALE Section 8 .1. Assignment of Agreement or Lease or Sale of Project by the Company. With the written consent of the Holder and the Authority, the rights of the Company under this Agreement may be assigned, and the Project may be leased or sold as a whole or in part, by the Company; provided, however , that (a) no such assignment, lease or sale shall relieve the Company from primary liability for any of its obligations hereunder , and in the event of any assignment, lease or sale, the Company shall continue to remain primarily liable for payments to be made pursuant to the Note and hereto and for the performance and observance of the other agreements on its part herein provided to be performed and observed by it to the same extent as though no assignment, lease or sale had been made, and (b) each lessee, purchaser or assignee of the Company' s interest in this Agreement shall assume the obligations of the Company hereunder to the extent of the interest assigned, leased or sold, and the Company shall, not more than 60 nor less than 30 days prior to the effective date of any such assignment, lease or sale, furnish or cause to be furnished to the Authority a true and complete copy of each such assignment, lease or purchase contract and assumption of obli- gations, together with a copy of the written consent of the Holder. Any costs incurred by the Holder or Authority in determining that a proposed assignment, lease or sale will not cause the Bond to be taxable shall be borne by the Company. Section 8. 2. Restrictions on Transfer of Authority's Rights. The Authority agrees that, except for the assignment of its rights under this Agreement pursuant to the Assignment and its endorsement and pledge of the Note, as security, to the Holder, it will not during the term of this Agreement sell, assign, transfer or convey its interests in this Agreement except as provided in Section 8. 3 . Section 8. 3 . Assignment by the Authority. It is under- stood, agreed and acknowledged that the Authority, as security for payment of the principal of and premium, if any, and interest on the Bond, will assign to the Holder pursuant to the Assign- , ment, inter alia, certain of its rights, title and interests in and to this Agreement ( reserving its rights, however , pursuant to sections of this Agreement providing that notices, reports and other statements be given to the Authority and also reserving its rights to reimbursement and payment of costs and expenses under Sections 7.8 and 9. 5, its right of access under Section 7 . 1, its rights to indemnification under Sections 7.9 and 7. 10, and its individual and corporate rights to exemption from liability under 26 .