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<br />6.5 Authorization for Agreement. Each of the parties to this Agreement <br />warrant and represent that it has full power and authority to enter into this Agreement and <br />carry out its obligations hereunder and that it has taken all action necessary to permit its <br />execution and fulfillment of this Agreement. <br /> <br />6.6 Not Joint Venturer. The City of Centerville shall not by reason of any <br />provision of this Agreement be or be deemed to be a joint venturer with or partner or <br />agent ofNSCF or MASC. <br /> <br />6.7 Assignment. This Agreement may not be assigned in whole or in part by <br />any party without the prior written consent of the non-assigning parties, except that NSCF <br />or MASC may assign this Agreement in whole or part to the Trustee under the Bonds or <br />its successor and NSCF may assign any of its rights and obligations under this Agreement <br />to the MASC. <br /> <br />6.8 Audits. All books, records, documents and accounting procedures and <br />practices of the parties relating to this Agreement shall be subject to examination by the <br />MASC, or other state agency as may be required by law. <br /> <br />Draft 02/22/2006 <br /> <br />5 <br />