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SECTION 1. Assignment. <br /> <br /> The Corporation, for one dollar ($1.00) and other <br />good and valuable consideration in hand received, does hereby <br />sell, assign and transfer to the Trustee without recourse for <br />the benefit of the owners of the Certificates all its rights <br />to receiv~ the base rental payments from the City under the <br />Facility Lease and, effective immediately on default by the <br />City under the Facility Lease and without any further action <br />on the part of the Corporation, any and all of the other <br />rights of the CorpOration under the Site Lease or 'the Facility <br />Lease as may be necessary to enforce payment of such rental <br />payments when due or otherwise to protect the interests of the <br />owners of the Certificates. <br /> <br /> SECTION 2. Acceptance. <br /> <br /> The Trustee hereby accepts the foregoing assignment <br />for the purpose of securing the rights assigned to it to <br />receive the base rental payments from the City under the <br />Facility Lease and all other rights assigned to it, subject to <br />the terms and provisions of the Trust Agreement, and all such <br />base rental payments shall be applied and the rights so <br />assigned shall be exercised by the Trustee as provided in the <br />Trust Agreement. <br /> <br /> SECTION 3. Conditions. <br /> <br /> This Assignment Agreement shall impose no <br />obligations upon the Trustee beyond those expressly provided <br />in the Trust Agreement. <br /> <br /> 3 <br />1453S <br /> <br /> <br />