RDA Agmt 2004 1040 Davis Partnership LLC

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right to exercise all of the rights and remedies, and to maintain any actions at law or suits in equity or other property proceedings to enforce the curing of such breach pursuant to the conditions and limitations of the Agreement. The covenants contained in this Grant Deed shall be for the benefit of and shall be enforceable only by Grantor and its successors. 5. The Developer shall not voluntarily or involuntarily make or attempt any total or partial sale, transfer, conveyance, assignment or lease ("Transfer") of the whole or any part of the Property or the buildings or structures thereon or the Agreement without the prior written approval of the Agency, unless such transfer is made to a partnership in which one of the members of the 1040 Davis Partnership LLC is the managing general partner or to a corporation or limited liability corporation in which Developer is the majority shareholder. The Agency's approval maybe given by the Executive Director unless the Executive Director, in his or her discretion, refers the matter of approval to the Agency Board. This prohibition shall not be deemed to prevent the granting of temporary easements or permits to facilitate development required pursuant to this Agreement. If the Developer proposes a Transfer of the Property or a portion thereof, the proposed transferee shall have the qualifications and financial resources necessary and adequate as may be reasonably determined by the Agency to fulfill the obligations undertaken in this Agreement by the Developer. Any transferee, by instrument in writing satisfactory to the Agency and in form recordable among the land records, for itself and its successors and assigns, and for the benefit of the Agency shall expressly assume all of the obligations of the Developer under this Agreement relating to the Property and agree to be subject to all the conditions and restrictions to which the Developer is subject. There shall be submitted to the Agency for review all instruments and other legal documents proposed to effect any such Transfer; and if approved by the Agency its approval shall be indicated to the Developer in writing. In the absence of specific written agreement by the Agency, no Transfer by Developer shall be deemed to relieve the Developer or any other Party from any obligations under this Agreement. This Section remains in effect for ten (10) years from the date of issuance of the Certificate of Completion. 6. In the event of any express conflict between this Grant Deed and the Agreement, the provisions of the Agreement shall control. 1016-1052 Davis Street Grant Deed San Leandro Redevelopment Agency Page 3