AgdaPkt 2020-07-13 Special Joint SA PFA

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6.B. - Page 63 of 177 (9) Financial Statements. The financial statements of the Developer and other financial data and information furnished by the Developer to the City fairly present the information contained therein. As of the date of this Agreement, there has not been any adverse, material change in the financial condition of the Developer from that shown by such financial statements and other data and information. (10) Sufficient Funds. The Developer holds sufficient funds or binding commitments for sufficient funds to obtain the fee interest in the Property, and complete the construction and operation the Improvements in accordance with this Agreement. (b) The City hereby represents and warrants to the Developer as follows: (1) Authority. City is a California charter city, which has been authorized to transact business pursuant to action of the City and pursuant to the applicable sections of Community Redevelopment Law and the Dissolution Statutes. To the best of the City's knowledge, the City has full right, power and lawful authority to make the Loan as provided herein and the execution, performance and delivery of this Agreement by City has been fully authorized by all requisite actions. (2) FIRPTA. City is not a "foreign person" as defined by FIRPTA or any similar state statute, or is exempt from the provisions of FIRPTA and any similar state statute. Section 9.16 Entry by the City. The Developer shall permit the City, through its officers, agents, or employees, at all reasonable times, and upon forty-eight hours' prior written notice, to enter into the Development: (a) to inspect the work of construction to determine that the same is in conformity with the requirements of this Agreement; and (b), following completion of construction, to inspect the ongoing operation and management of the Development to determine that the same is in conformance with the requirements of this Agreement. The Developer acknowledges that the City is under no obligation to supervise, inspect, or inform the Developer of the progress of construction, or operations and the Developer shall not rely upon the City therefore. Any inspection by the City during the construction is entirely for its purposes in determining whether the Developer is in compliance with this Agreement and is not for the purpose of determining or informing the Developer of the quality or suitability of construction. The Developer shall rely entirely upon its own supervision and inspection in determining the quality and suitability of the materials and work, and the performance of architects, subcontractors, and material suppliers. Section 9.17 Operating Memoranda; Implementation Agreements (a) The parties acknowledge that the provisions of this Agreement require a close degree of cooperation and that new information and future events may demonstrate that changes are appropriate with respect to the details of performance of the parties under this Agreement. The parties desire, therefore, to retain a certain degree of flexibility with respect to the details of performance for those items covered in general terms under this Agreement. If and REV: 06-17-2020 PR 119910912727850.8 ATTY/AGR.2020.100l353 Main Street Apartments LP (Page 59 of 143) 92