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<br />"Proposition lA Receivable" has the meaning set forth in Section 2(a). <br /> <br />"Purchase Price" means an amount equal to the Initial Amount. <br /> <br />"Rating Agency" means any nationally recognized rating agency then providing <br />or maintaining a rating on the Bonds at the request of the Purchaser. <br /> <br />"Rating Agency Confinnation" means written confirmation from each Rating <br />Agency that any proposed action will not, in and of itself, cause the Rating Agency to lower, <br />suspend or withdraw the rating then assigned by such Rating Agency to any Bonds. <br /> <br />"Resolution" means the resolution adopted by the City Council approving the sale <br />of the Proposition lA Receivable. <br /> <br />"State" means the State of California. <br /> <br />"Transaction Counsel" means Orrick, Herrington & Sutcliffe LLP. <br /> <br />"Transaction Documents" mean this Agreement, the Bill of Sale, the Indenture, <br />the Bonds and the Irrevocable Instructions For Disbursement of Proposition IA Receivable of <br />City of Redwood City General Improvement District 1-64, dated as of the Closing Date. <br /> <br />A-2 <br /> <br />6.2C <br />Page 23 <br />