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2 <br /> obligation to which it is a party or by which it or its property is bound; and to the <br /> best of Assignee's knowledge, there is no statement of facts which is likely to <br /> create or cause a default or breach under any such material lease, contract, <br /> agreement, commitment,instrument or obligation. <br /> (d) To the best of Assignee's knowledge and belief, Assignee has complied in all <br /> material respects with all federal, state and local laws, regulations and orders <br /> applicable to the ownership of its properties and the conduct of its operations. <br /> (e) Assignee has taken all corporate and other action, necessary to authorize the <br /> execution and delivery of this Assumption Agreement. <br /> (1) The representations and warranties of the Borrower in the City CDBG 95 Loan <br /> Documents, as applied to Assignee, are true and correct in all material respects as of <br /> the date hereof. <br /> (g) . Assignee has conducted its own inspections of the Property and is fully familiar <br /> with the condition thereof. Assignee is not relying on any representations or <br /> statements by or on behalf of Lender, express or implied, nor upon any duty of <br /> Lender to disclose information concerning the Property (whether or not known to <br /> Lender), in acquiring the Property and entering into this Assumption Agreement. <br /> 3. Representations and Warranties of Assignor. In order to induce Lender to allow the <br /> assignment and assumption contemplated herein, Assignor represents and warrants to <br /> Lender that: <br /> (a) The representations and warranties of Assignor in the City CDBG 95 Note, City <br /> CDBG 95 Deed of Trust and City CDBG 95 Loan Rider are true and correct in all <br /> material respects as of the date hereof. <br /> (b) To the best of Assignor's knowledge,no Event of Default under the City CDBG 95 <br /> Loan Documents, or event that with notice or the passage of time would constitute <br /> such an Event of Default,has occurred and is continuing. <br /> (c) Assignor is the sole owner of indefeasible fee simple title to the Property, subject <br /> to no liens or encumbrances except those permitted by the City CDBG 95 Loan <br /> Documents, and the transfer of the Property to the Assignee has received all <br /> consents and approvals required by the terms of the limited partnership agreement <br /> of Assignor, of any encumbrance on the Property and of any obligation secured <br /> by an encumbrance on the Property. <br /> 4. Consents. The Lender hereby consents to the transfer of the Property from Assignor to <br /> Assignee and the assumption by Assignee of the obligations of Assignor under the City <br /> CDBG 95 Loan Documents. <br /> ASSIGNMENT,ASSUMPTION,RELEASE AND CONSENT AGREEMENT PAGE 4 <br /> 26 <br />