ARTICLE XII
ASSIGNMENT

12.1Except as otherwise provided in this Section 12.1, the rights and obligations of the County or the District Member under this Agreement may be assigned by the County or the District Member. Notwithstanding any such assignment, the County and the District Member, respectively, shall remain liable for all of their obligations under this Agreement except insofar as, and only to the extent that, either may be expressly released of a portion or all of its obligations hereunder by the other party. No assignment hereunder shall be permitted in any case where doing so adversely affects the tax-exempt status of any Debt Obligations or violates any provision of any instrument authorizing or securing any Debt Obligation. In addition, no assignment by a District Member is permitted where such assignment would result in downgrading the credit rating assigned to any Debt Obligations by any nationally recognized credit rating agency.

ARTICLE XIII
INTEGRATED AGREEMENT

13.1This Agreement, including the recitals hereto, constitutes the entire understanding of the parties with respect to the subject matter and supersedes all prior agreements and negotiations. The parties hereby affirm that the terms, conditions and provisions of this Agreement, and any amendments that may be entered in accordance with its terms, conditions and provisions, shall govern the obligations of the parties.

ARTICLE XIV
BINDING EFFECT

14.1This Agreement shall inure to the benefit of and shall be binding upon the County and the District Member and their respective legal successors. Any obligations of the County created by or arising out of this Agreement shall be payable out of revenue received from