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9.13 No Assignment. Developer expressly acknowledges and agrees that the City has <br />only agreed to assist the Developer as a means by which to induce the <br />acquisition/rehabihtation/development of the Property. Accordingly, Developer further <br />expressly acknowledges and agrees that this Agreement is a personal right of Developer that <br />is neither negotiable, transferable, nor assignable except as set forth herein. Developer may <br />assign some or all of its rights under the Agreement only with the prior written consent of <br />the Executive Director (such consent not to be unreasonably withheld), except that no prior <br />consent is necessary for an assignment by a limited partner of Developer to an affiliate, or as <br />otherwise provided in the Deed of Trust. <br />9.14 Applicable Law. This Agreement shall be interpreted, governed and enforced under <br />federal and state laws. <br />9.15 Third Parties. This Agreement is made for the sole benefit of Developer and the <br />City and their successors and assigns, and no other person or persons shall have any rights <br />or remedies under or by reason of this Agreement or any right to the exercise of any right or <br />power of the City hereunder or arising from any default by Developer, nor shall the City <br />owe any duty whatsoever to any claimant for labor performed or materials famished in <br />connection with the construction of the Property. <br />9.16 Control of Property. The parties acknowledge that the City has not at any time <br />participated in any manner in the management or operation of the Property, and will not so <br />participate at any time hereafter. <br />10. CONDITIONS FOR CONSTRUCTION <br />Developer shall comply with this Section until the Certificate of Compliance is issued. <br />10.1 Permits and Approvals. Developer shall diligently obtain all <br />permits, including all building permits, licenses, approvals, exemptions and other <br />authorizations of Governmental Agencies required in connection with the construction of <br />the Property. <br />10.2 Commencement and Completion of Construction. <br />The construction shall be considered complete for purposes of this Agreement <br />only when (a) all work described has been completed and fully paid for, and (b) all work <br />requiring inspection or certification by Governmental Authority has been completed and <br />all requisite certificates, approvals and other necessary authorizations (including required <br />final certificates of occupancy) have been obtained. <br />10.3. RESERVED. <br />10.4 Entry and Inspection. At all times prior to completion of the <br />construction, upon reasonable notice, City and their agents shall have (a) the right of free <br />access to the Property and all sites away from the Property where materials for the <br />construction are stored, (b) the right to inspect all labor performed and materials <br />IV <br />