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2100. MISCELLANEOUS <br />2101. Obligations Unconditional and Independent. Notwithstanding the existence at any <br />time of any obligation or liability of Agency/City to Developer, or any other claim by developer <br />against Agency/City, in connection with the Loan or otherwise, Developer hereby waives any right it <br />might otherwise have (a) to offset any such obligation, liability or claim against Developer's <br />obligations under the Loan Documents, or (b) to claim that the existence of any such outstanding <br />obligation, liability or claim excuses the nonperformance by Developer of any of its obligations <br />under the Loan Documents. <br />2102. Notices. All notices, demands, approvals and other communications provided for in <br />the Loan Documents (each, a "Notice") shall be in writing and be delivered to the appropriate party <br />by personal service or U.S. mail at its address as follows: <br />If to Developer: Santa Ana WBBB, LP <br />c/o Orange Housing Development Corporation <br />414 E. Chapman Avenue <br />Orange, California 92866 <br />Attention: Chief Executive Officer <br />With a copy to: C&C Development Co., LLC <br />14211 Yorba Street, Suite 200 <br />Tustin, California 92780 <br />If to Agency/City: City of Santa Ana <br />Executive Director (CDA/RDA) <br />20 Civic Center Plaza (M-37) <br />P.O. Box 1988 <br />Santa Ana, California 92702 <br />With a copy to: City/Agency Attorney <br />City of Santa Ana <br />20 Civic Center Plaza, 7th Floor (M-29) <br />Santa Ana, California 92702 <br />Addresses for notice may be changed as required by written notice to all other parties. All notices <br />personally served shall be effective when actually received. All notices mailed shall be effective <br />three (3) days after deposit in the U.S. Mail, postage prepaid. The foregoing notwithstanding, the <br />non-receipt of any notice as the result of a change of address of which the sending party was not <br />notified or as the result of a refusal to accept delivery shall be deemed receipt of such notice. <br />2103. Survival of Representations and Warranties. All representations and warranties in <br />the Loan Documents shall survive the making of the Loan(s) described herein and have been or will <br />be relied on by Agency/City notwithstanding any investigation made by either party. <br />2104. No Third Parties Benefited. This Agreement is made for the purpose of setting <br />forth rights and obligations of Developer and the Agency and City, and no other person shall have <br />any rights hereunder or by reason hereof. <br />60 <br />DOCSOC/ I469583v5/200272-0003