McKesson 2005 Annual Report Download - page 260

(b) Anything herein to the contrary notwithstanding, each Seller Party hereby consents to the disclosure of any nonpublic information
with respect to it (i) to the Collateral Agent, the Managing Agents, the Committed Purchasers or the Conduit Purchasers by each other, (ii) by
the Collateral Agent, the Managing Agents, or the Purchasers to any prospective or actual assignee or participant of any of them or (iii) by the
Collateral Agent or the Managing Agents to any rating agency, Commercial Paper dealer or provider of a surety, guaranty or credit or liquidity
enhancement to the Conduit Purchasers or any entity organized for the purpose of purchasing, or making loans secured by, financial assets for
which Bank One, Wachovia, Scotia, STCM, BTM or Rabobank acts as the collateral agent and to any officers, directors, employees, outside
accountants and attorneys of any of the foregoing, provided each such Person is informed of the confidential nature of such information and
(with the exception of any rating agency described in clause (iii) above) has agreed to keep such information confidential. In addition, the
Purchasers, and the Collateral Agent and the Managing Agents may disclose any such nonpublic information pursuant to any law, rule,
regulation, direction, request or order of any judicial, administrative or regulatory authority or proceedings (whether or not having the force or
effect of law).
Section 12.6 Bankruptcy Petition. Each of Seller, the Servicer, the Collateral Agent, the Managing Agents and each Committed
Purchaser hereby covenants and agrees that, prior to the date that is one year and one day after the payment in full of all outstanding senior
Indebtedness of a Conduit Purchaser, it will not institute against, or join any other Person in instituting against, such Conduit Purchaser, any
bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States
or any state of the United States.
Section 12.7 Limitation of Liability; Limitation of Payment; No Recourse.
(a) Notwithstanding any provisions contained in this Agreement or any other Transaction Document to the contrary, no Conduit
Purchaser shall be obligated to pay any amount pursuant to this Agreement or any other Transaction Document unless such Conduit Purchaser
has excess cash flow from operations or has received funds which may be used to make such payment and which funds or excess cash flow are
not required to repay any of such Conduit Purchaser’s Commercial Paper when due. Any amount which any Conduit Purchaser does not pay
pursuant to the operation of the preceding sentence shall not constitute a claim against such Conduit Purchaser for any such insufficiency. The
agreements in this section shall survive the termination of this Agreement and the other Transaction Documents.
(b) Notwithstanding anything in this Agreement or any other Transaction Document to the contrary, the obligations of each Conduit
Purchaser under the Transaction Documents are solely the corporate obligations of such Conduit Purchaser. No recourse shall be had for any
obligation or claim arising out of or based upon any Transaction Document against any stockholder, employee, officer, director or incorporator
of such Conduit Purchaser. The agreements in this section shall survive the termination of this Agreement and the other Transaction
Documents.
(c) Except with respect to any claim arising out of the willful misconduct or gross negligence of the Conduit Purchasers, the Managing
Agents, the Collateral Agent, or any
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