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Attachment B ARTICLE II Representations and Warranties Section 2.1. Representations bv the CitX. The City makes the following representations as the basis for the undertakings on its part herein contained: (a) The City is a municipal corporation under the laws of the State and has the power to enter into this Agreement and carry out its obligations hereunder. (b) The undertaking of the Housing Improvements and the issuance by the City of the Bonds are authorized by the Act. (c) On Monday, September 22, 2008, after due publication and mailing of notice of hearing the Council held a public hearing on the adoption of the Enabling Ordinance and approved a first reading thereof. (d) On Monday, June 8, 2009, after receipt of petitions by owners of at least 25 percent of the Housing Units in the Housing Improvement Area and due publication and mailing of notice of hearing the Council held a public hearing on the adoption of the Fee Resolution and adopted the Fee Resolution (which Fee Resolution superseded in all respects Resolution No. 10686 adopted by the City on January 26, 2009 regarding the Fee). (e) The periods for veto of both the Enabling Ordinance and the Fee Resolution have expired without objection by owners of at least 35 percent of the Housing Units in the Housing Improvement Area, all in accordance with the Act. (� To finance costs of the Housing Improvements, the City proposes to issue the Bonds as provided in the Act, and to disburse the proceeds thereof to the Association pursuant to this Agreement. The City will initially issue Bonds in the aggregate principal amount as described in Section 3.1 hereof and the Bonds shall be in the form and shall be subject to the terms and provisions set forth in the Bond Resolution and the terms of this Agreement. (g) There is no litigation pending or, to the best of its knowledge, threatened against the City relating to the Housing Improvements or to the Bonds or questioning the powers or authority of the City under the Act, or questioning the corporate e�stence or boundaries of the City or the title of any of the present officers of the City to their respective offices. (h) The execution, delivery and performance of this Agreement do not violate any agreement or any court order or judgment in any litigation to which the City is a party or by which it is bound. Section 2.2. Representations and Warranties bv the Association. The Association represents and warrants that: (a) The Association is a nonprofit corporation, duly organized and in good standing under the laws of the State of Minnesota, is not in violation of any provisions of its articles of incorporation, bylaws or the laws of the State, is duly authorized to transact business within the E