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i <br /> with Sections 2.9 and 2.10 hereof), the Redeveloper (and any subsequent Owner) <br /> may transfer the Project (or any portion thereof) without the consent of the City <br /> by instrument in writing reasonably satisfactory to the City, and in a form <br /> recordable among the land records, pursuant to which the transferee shall <br /> expressly assume with regard to the Project (or any portion thereof) all of the <br /> obligations of the Redeveloper under this Agreement and agree to be subject to all <br /> the conditions and restrictions to which the Redeveloper is subject with regard to <br /> the Project or any portion thereof. Provided,that the fact that any transferee of,or <br /> any other successor in interest whatsoever to, the Project(or any portion thereof), <br /> shall not have assumed such obligations or so agreed, shall not(unless and only to <br /> the extent otherwise specifically provided in the Agreement or agreed to in <br /> writing by the City)relieve or except such transferee or successor of or from such <br /> obligations, agreements, conditions, or restrictions, or deprive or limit the City of <br /> or with respect to any rights or remedies or controls with respect to the Project or <br /> the construction thereof; it being the intent of this, together with other provisions <br /> of this Agreement, that (to the fullest extent permitted by law and equity and <br /> excepting only in the manner and to the extent specifically provided otherwise in <br /> this Agreement) no transfer of the Project (or any portion thereof), or any interest <br /> therein, however consummated or occurring, and whether voluntary or <br /> involuntary, shall operate legally or practically,to deprive or limit the City of any <br /> rights or remedies or controls regarding the Project and the construction thereof <br /> that the City would have had, had there been no such transfer. No such transfer <br /> shall be deemed to transfer any rights of the Redeveloper to the reimbursements <br /> set forth under Article IV above, unless such rights are expressly set forth in the <br /> instrument of assignment. <br /> 10.3 Status of Assignee. Any assignee of the Redeveloper prior to Substantial <br /> Completion, who is approved under the terms of 10.1 above, shall be considered <br /> the "Redeveloper" for all purposes of this Agreement as to such portion of the <br /> Project that has been assigned. <br /> 10.4 Assignment to Affiliated Entity. Nothing herein shall be construed to prevent <br /> the Redeveloper from assigning its interest in this Agreement to an affiliated <br /> entity owned or controlled by the Redeveloper or a majority of the owners of the <br /> Redeveloper, provided that such entity or its guarantors has the financial capacity <br /> to perform the obligations of the Redeveloper pursuant to this Agreement and <br /> such entity in writing assumes such obligations and conditions in compliance with <br /> the terms and conditions set forth in Section 10.1.2(a) through (d) of this <br /> Agreement. <br /> 10.5 No Release of Redeveloper. Any consent by the City to any total or partial <br /> transfer of the Project or the Project Site shall not be deemed a release of the <br /> Redeveloper from any of its obligations hereunder, or from any conditions or <br /> restrictions to which the Redeveloper is subject, unless the Redeveloper is <br /> expressly released in writing by the City. <br /> 15 <br /> I <br />