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deliver this Agreement, together with its exhibits, and has been fully authorized by all requisite actions on the part of City. 802.2 No Conflict. To the best of City's knowledge, City's execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which City is a party or by which it is bound. 900. DEVELOPER REPRESENTATIONS AND WARRANTIES 901. As a material inducement to Agency/City to enter into this Agreement, Developer represents and warrants as follows: 901.1 Formation, Qualification and Compliance. Developer is a California limited partnership currently comprised of Orange Housing Development Corporation, a California nonprofit public benefit corporation, and C&C Development Co., LLC, a California limited liability company. Developer is a duly organized California limited partnership formed within and in good standing under the laws of the State of California. Developer has full right, power and lawful authority to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by Developer has been fully authorized by all requisite actions on the part of the Developer. Orange Housing Development Corporation is (a) a non-profit public-benefit corporation, validly existing and in good standing under the laws of the State of California, (b) has all requisite authority to conduct its business and own and lease its properties, (c) has qualified and is in good standing as a Community Housing Development Organization, and (d) is qualified and in good standing in every jurisdiction in which the nature of its business makes qualification necessary or where failure to qualify could have a material adverse effect on its financial condition or the performance of its obligations under the Loan Documents. Developer is in compliance with all laws applicable to its business and has obtained all approvals, licenses, exemptions and other authorizations from, and has accomplished all filings, registrations and qualifications with, any Governmental Authority that are necessary for the transaction of its business. 901.2 Execution and Performance of Loan Documents. (a) Developer has all requisite authority to execute and perform its obligations under the Loan Documents. (b) The execution and delivery by Developer of each Loan Document, and the performance of Developer's obligations thereunder, has been authorized by all necessary action and does not and will not: (i) require any consent or approval not heretofore obtained of any person having any interest in Developer; (ii) violate any provision of, or require any consent or approval not heretofore obtained under, any articles of incorporation, by-laws or other governing document applicable to Developer; (iii) result in or require the creation of any lien, claim, charge or other right of others of any kind (other than under the Agency/City Loan Documents) on or with respect to any property now or hereafter owned or leased by Developer; 29 DOC SOC/ 1469583v5/200272-0003