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8.1 Grantor's Right to Assignn. Grantor may assign, negotiate, pledge or otherwise
<br />hypothecate this Agreement or any of its rights and security hereunder, to any third party,
<br />and in case of such assignment, Subgrantee will accord full recognition thereto and agree
<br />that all rights and remedies of Grantor in connection with the interest so assigned shall be
<br />enforceable against Subgrantee by such third party, with the same force and effect and to
<br />the same extent as the same would have been enforceable by Grantor but for such
<br />assignment.
<br />8.2 Prohibition of Assignments and Encumbrances by Sub rg antee. Until Completion of
<br />Subgrantee's Work, the Subgrantee shall not, without the prior written consent of Grantor,
<br />create, effect, consent to, attempt, contract for, agree to make, suffer or permit any
<br />conveyance, sale, assignment, transfer, lien, pledge, mortgage, security interest,
<br />encumbrance of alienation of the Property, or any interest in or portion of the Property, or
<br />this Agreement, ("Prohibited Transfer") which is effected directly, indirectly, voluntarily,
<br />involuntarily, or by operation of law or otherwise; provided, however, that the foregoing
<br />provision of this Section 8.2 shall not apply to the lien of current taxes and assessments on
<br />the Property not in default.
<br />8.3 Time Is of the Essence. Subgrantee agrees that time is of the essence with respect to
<br />each of their covenants under this Agreement.
<br />8.4 Prior Agreements. This Agreement and the other Grant Documents, and any other
<br />document or instrument executed pursuant thereto or contemplated thereby, shall represent
<br />the entire, integrated agreement between the parties hereto with respect to completion of
<br />Subgrantee's Work, and shall supersede all prior negotiations, representations, or
<br />agreements pertaining thereto, either oral or written. This Agreement and any provision
<br />hereof shall not be modified, amended, waived or discharged in any manner other than by
<br />a written amendment executed by all parties to this Agreement. An action on the part of
<br />the Grantor waiving a specific provision or requirement herein contained, shall not be
<br />construed to be a waiver of future application of such provision or requirement or a waiver
<br />of any other provision or requirement hereunder.
<br />8.5 Disclaimer by Grantor. Grantor shall not be liable to any subcontractor, supplier,
<br />laborer, architect, engineer or any other parry for services performed or materials supplied
<br />in connection with completion of Subgrantee's Work. Grantor shall not be liable for any
<br />debts or claims accruing in favor of any such parties against Subgrantee or against the
<br />Property. The Subgrantee shall not be considered an agent of Grantor for any purposes,
<br />and Grantor is not a partner with Subgrantee in any manner whatsoever. Grantor shall not
<br />be deemed to be in privity of contract with any contractor, subcontractor or provider of
<br />services on or in connection with Subgrantee's Work nor shall any payment of funds by
<br />Grantor directly to a contractor, subcontractor or provider of services for completion of
<br />Subgrantee's Work be deemed to create any third party beneficiary status or recognition of
<br />same by Grantor unless and until Grantor expressly assumes such status in writing.
<br />Approvals granted by Grantor for any matters covered under this Agreement shall be
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