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Attachment 2 <br /> (h) From and after the date of this Agreement, the Seller shall not sell, transfer, <br /> assign, set over or otherwise convey any right, title or interest of any kind whatsoever in all or <br /> any portion of the Proposition IA Receivable, nor shall the Seller create, or to the knowledge of <br /> the Seller permit the creation of, any Lien thereon. <br /> 7. The Purchaser's Acknowledgment. The Purchaser acknowledges that the <br /> Proposition IA Receivable is not a debt or liability of the Seller, and that the Proposition IA <br /> Receivable is payable solely by the State from the funds of the State provided therefor. <br /> Consequently, neither the taxing power of the Seller, nor the full faith and credit thereof is <br /> pledged to the payment of the Proposition IA Receivable. No representation is made by the <br /> Seller concerning the obligation or ability of the State to make any payment of the Proposition <br /> I A Receivable pursuant to Section 100.06 of the Revenue and Taxation Code and Section 25.5 <br /> of Article XIII of the California Constitution, nor is any representation made with respect to the <br /> ability of the State to enact any change in the law applicable to the Transaction Documents <br /> (including without limitation Section 100.06 of the Revenue and Taxation Code or Section <br /> 6588.6 of the Government Code). The Purchaser acknowledges that the Seller has no obligation <br /> with respect to any offering document or disclosure related to the Bonds. <br /> 8. Notices of Breach. <br /> (a) Upon discovery by the Seller or the Purchaser that the Seller or Purchaser has <br /> breached any of its covenants or that any of the representations or warranties of the Seller or the <br /> Purchaser are materially false or misleading, in a manner that materially and adversely affects <br /> the value of the Proposition IA Receivable or the Purchase Price thereof, the discovering party <br /> shall give prompt written notice thereof to the other party and to the Trustee, as assignee of the <br /> Purchaser, who shall, pursuant to the Indenture, promptly thereafter notify each Credit Enhancer <br /> and the Rating Agencies. <br /> (b) The Seller shall not be liable to the Purchaser, the Trustee, the holders of the <br /> Bonds, or any Credit Enhancer for any loss, cost or expense resulting from the failure of the <br /> Trustee, any Credit Enhancer or the Purchaser to promptly notify the Seller upon the discovery <br /> by an authorized officer of the Trustee, any Credit Enhancer or the Purchaser of a breach of any <br /> covenant or any materially false or misleading representation or warranty contained herein. <br /> 9. Liability of Seller; Indemnification. The Seller shall be liable in accordance <br /> herewith only to the extent of the obligations specifically undertaken by the Seller under this <br /> Agreement. The Seller shall indemnify, defend and hold harmless the Purchaser, the Trustee and <br /> each Credit Enhancer, as assignees of the Purchaser, and their respective officers, directors, <br /> employees and agents from and against any and all costs, expenses, losses, claims, damages and <br /> liabilities to the extent that such cost, expense, loss, claim, damage or liability arose out of, or <br /> was imposed upon any such Person by the Seller's breach of any of its covenants contained <br /> herein or any materially false or misleading representation or warranty of the Seller contained <br /> herein. Notwithstanding anything to the contrary herein, the Seller shall have no liability for the <br /> payment of the principal of or interest on the Bonds issued by the Purchaser. <br /> 9 <br />