GENERAL COVENANTS AND POWER OF ATTORNEY. 61 7.1 Affirmative Covenants of the Seller 61 7.2 Reporting Requirements of the Seller 63 7.3 Negative Covenants of the Seller 64 7.4 Covenants of the Trust, the Agents and the Financial Services Agent 65 Article 8 PERFORMANCE GUARANTEE 65 8.1 Performance Guarantee 65 8.2 Guarantee Unconditional 66 454429v1 8.3 Recourse against Servicer 67 8.4 Authorization by the Performance Guarantor 67 8.5 No Subrogation 67 8.6 Stay of Acceleration 68 8.7 Representations and Warranties 68 8.8 Payments 69 Article 9 INDEMNIFICATION 69 9.1 Indemnification by the Seller 70 9.2 Notification of Potential Liability 72 9.3 Litigation 72 9.4 Tax Indemnity 73 9.5 Tax Credit 73 Article 10 MISCELLANEOUS 74 10.1 Liability of the Trust, the Agents and the Financial Services Agent 74 10.2 Change in Circumstances 75 10.3 Amendments, Waivers, Etc. 76
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Samples: Receivables Purchase Agreement (KAR Auction Services, Inc.)