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8.3 _Rights and Remedies are Cumulative. Except with respect to rights and remedies <br />expressly declared to be exclusive in this Agreement, the right and remedies of the parties <br />are cumulative and the exercise by either party of one or more of such rights or remedies <br />shall not preclude the exercise by it, at the same or different rimes, of any other rights or <br />remedies for the same default or any other default by the other party. <br />8.4 Damages. In the event that the City is liable for damages to Developer, such liability <br />shall not exceed costs incurred by the Developer in the performance of this Agreement and <br />shall not extend to compensation for loss of future income, profits or assets; provided, <br />however, Developer's only remedy for any breach of this Agreement by the City shall be an <br />action for specific performance of such party's obligations. <br />8.5 Nonrecourse Liability. Neither Developer, nor any partner of Developer, shall have <br />any personal liability under this Agreement, or the attached Note and Deed of Trust, and any <br />judgment, decree or order for the payment of money obtained in any action to enforce the <br />obligation of Developer to repay the loan evidenced by such documents shall be enforceable <br />against Developer only to the extent of Developer's interest in the Property. <br />9. GENERAL PROVISIONS AND WARRANTIES <br />As a material inducement to City to enter into this Agreement, Developer <br />represents and warrants as follows: <br />9.1 Formation, Qualification and Compliance. Orange Housing Development <br />Corporation, the managing general partner of Developer (a) is a non -profit public- benefit <br />corporation, validly existing and in good standing under the laws of the State of <br />California, (b) has all requisite authority to conduct its business and own and lease its <br />properties, and (c) is qualified and in good standing in every jurisdiction in which the <br />nature of its business makes qualification necessary or where failure to qualify could <br />have a material adverse effect on its financial condition or the performance of its <br />obligations under the Loan Documents. Developer is in compliance with all laws <br />applicable to its business and has obtained all approvals, licenses, exemptions and other <br />authorizations from, and has accomplished all filings, registrations and qualifications <br />with, any Governmental Authority that are necessary for the transaction of its business. <br />9.2 Execution and Performance of Loan Documents. <br />9.2.1 Developer has all requisite authority to execute and <br />perform its obligations under the Loan Documents, <br />9.2.2 The execution and delivery of Developer of, and the <br />performance by Developer of its obligations under, each Loan Document has been <br />authorized by all necessary action and does not and will not: <br />(a) require any consent or approval not heretofore <br />obtained of any person having any interest in Developer; <br />(b) violate any provision of, or require any consent or <br />16 <br />251 -22 <br />