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ARTICLE II <br /> <br />REPRESENTATIONS AND WARRANTIES <br /> <br /> 2.1 Representations and Warranties of the Issuer. The City makes the <br />following representations and warranties: <br /> <br /> A. It is a municipal corporation duly organized and existing under <br />the Constitution and laws of the State of California. <br /> <br /> B. It has the power to enter into the transactions contemplated by <br />this Administration Agreement and to carry out its obligations hereunder <br />and to consummate all other transactions contemplated herein; and it has <br />duty authorized the execution and delivery of this Administration <br />Agreement. <br /> <br /> 2.2 Representations and Warranties of the Developer. The Developer makes <br />the following representations and warranties: <br /> <br /> A. It has power and authority to own its properties and carry on its <br />business as now being conducted, and is duly qualified to do such business <br />wherever such qualification is required, including by the State of <br />California. <br /> <br /> B. It has the power to execute and deliver this Administration <br />Agreement and to carry out the transactions contemplated hereby; and it <br />has duly authorized the execution, delivery and performance of this <br />Administration Agreement. <br /> <br /> C. The Program Administrator is independent from and not under the <br />domination of the Developer, does not have any substantial interest, <br />direct or indirect, in the Developer, and is not an officer or employee of <br />the Developer. <br /> <br /> 2.3 Representations and Warranties of the Prooram Administrator. The <br />Program Administrator makes the following representations and warranties: <br /> <br /> A. It is a public body, corporate and politic, duly organized and <br /> existing under the Constitution and laws of the State .of California. <br /> <br /> B. It has the power to execute and deliver this Administration <br />Agreement and to carry out the transactions contemplated hereby; and it <br />has duly authorized the execution, delivery and performance of this <br />Administration Agreement. <br /> <br /> C. It is independent from and not under the domination of the <br />Developer, does not have any substantial interest, direct or indirect, in <br />the Developer, and is not an officer or employee of the Developer. <br /> <br /> D. It has received copies of the Indenture, the Origination and <br />Servicing Agreement and the Regulatory Agreement, and it is familiar with <br />the terms and conditions thereof as the same relate to the Code. <br /> <br />3 <br /> <br /> <br />