6200 12TH DR SE 2020-10-22 - Laserfiche WebLink

201803290404.008 restrictions herein shall be binding on any such transferee regardless of whether such written agreement is obtained In any event, Owner shall not sell, lease, or otherwise transfer ownership, possession or control of the Property or portion thereof without the express written consent of the City, which will not be unreasonably withheld Without limiting the other instances in which it may be reasonable for the City to withhold its consent to a transfer, Owner and the City acknowledge and agree that it shall be deemed reasonable for the City to withhold its approval if transferee does not have substantial experience with facilities such as the Supportive Housing Facility This Section 5 shall not apply to (i) any mortgages, deeds of trust, regulatory agreements and covenants for the purposes of the financing of Supportive Housing Facility, or (ii) any transfer upon foreclosure of a deed of trust or mortgage, or in lieu of foreclosure thereof, or any subsequent transfer, but any foreclosure or transfer shall be subject to the terms of this Covenant and shall not extinguish or otherwise limit this Covenant Notwithstanding the foregoing,the City recogmzes that part of the financing for the Project may come from one or more investors motivated by the federal low-income housing tax credit and other tax considerations To secure such an investment,Developer has formed Berkshire Housing LLC (the "LLC"), the managing member of which is Developer with one or more investors making their investment in the Supportive Housing Facility as investor members and /or special members (collectively the "Investor Member"). Developer will transfer the Property to the LLC to develop,own,operate and construct the Supportive Housing Facility and the City hereby consents to such transfer From the date of such transfer,all references to"Developer"herein shall refer to the LLC and the LLC in its capacity as Developer hereunder shall assume all obligations of Developer under this Agreement The City agrees and acknowledges that the transfer or sale of the Property,or any interest in the LLC, to Archdiocesan Housing Authority, Catholic Community Services of Western Washington or an entity wholly owned by Archdiocesan Housing Authority or Catholic Community Services of Western Washington, shall not constitute a sale or transfer for purposes of Section 6 and shall not result in a default under the Covenant The City agrees and acknowledges that the withdrawal (not including a voluntary withdrawal allowed by the amended and restated operating agreement of the LLC (the "LLC Operating Agreement")or a voluntary withdrawal with the consent of the Investor Member of the LLC),or removal of the managing member of the LLC for cause pursuant to the terms of the LLC Operating Agreement shall not constitute a default under the Covenant provided that the substitute managing member that is acceptable to the City with experience operating facilities similar to the Supportive Housing Facility is admitted to the LLC within ninety(90) days thereafter 7/ 9