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given by it and sent, delivered or directed to the Market Agent under, pursuant to, or as permitted by, any provision of this Agreement shall be sufficient for purposes of this Agreement if such comment is in writing and signed by any officer of the Trustee. In the absence of bad faith or negligence on its part, neither the Market Agent nor its officers or employees shall be liable for any action taken, suffered or omitted or for any error of judgment made in the performance of its duties under this Agreement. The Market Agent shall not be liable for any error of judgment made in good faith unless the Market Agent shall have been negligent in ascertaining (or failing to ascertain) the pertinent facts. No party shall be liable for any default resulting from force majeure, which shall be deemed to include any circumstances beyond the reasonable control of the party affected. No action, regardless of form, arising out of or pertaining to the role of the Market Agent hereunder may be brought by any party hereto or beneficiary hereof more than twelve (12) months after the cause of action has occurred. (b) In acting under this Agreement, and in connection with the ARS and the IRS, the Market Agent is acting solely as agent of the Trustee and does not assume any obligation or relationship of agency or trust for or with any of the Beneficial Owners of the ARS or the IRS. (c) The Market Agent may consult with counsel satisfactory to it, and the advice of such counsel shall be full and complete authorization and protection in respect of any action taken or omitted to be taken or suffered by it hereunder in good faith and in accordance with the advice of such counsel. (d) The Market Agent, its directors, officers and employees may become the owner of, or acquire an interest in, any ARS or IRS, with the same rights that such Market Agent, director, officer or employee would have if the Market Agent were not Market Agent hereunder, and the Market Agent, its directors, officers and employees may engage or be interested in any financial or other transaction with the Authority and may act on, or as depository, paying agent or agent for, any committee or body of holders of ARS or IRS or other obligations of the Authority as freely as if the Market Agent were not a Market Agent hereunder. (e) The Market Agent shall not incur any liability with respect to the validity of any of the ARS or the IRS. Section 9. Duties of the Market Agent. The Market Agent shall be obligated only to perform such duties as are specifically set forth herein and no other duties or obligations on the part of the Market Agent, in its capacity as such, shall be implied by this Agreement. Section 10. Termination. This Agreement shall terminate upon the final payment on account of the ARS and the IRS. The Market Agent may resign and may be discharged as provided for in Section 10 of Appendix A of the Indenture. Section 11. Communications. (a) Except for communications authorized to be made by telephone by this Agreement, all notices, requests and other communications to the Authority, the Market Agent, the LA1-69758.1 3