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Article 7. Commonwealth Representations, Warranties and Covenants

Article 7 of the Pathways to Economic Advancements, Pay for Success Contracts

Table of Contents

Section 7.01 Powers as to Contract and Pledge

The Commonwealth represents, covenants, and warrants, solely on behalf of itself and not on behalf of any other party hereto, for the benefit of the other parties to this PFS Contract, that it has taken all necessary action and has complied with all provisions of the Enabling Act required to make this PFS Contract the valid obligation of the Commonwealth which it purports to be and to pledge its full faith and credit in the manner and to the extent provided herein; and, when executed and delivered by the parties hereto, this PFS Contract will constitute a valid and binding agreement of the Commonwealth enforceable in accordance with its terms, except as enforceability may be subject to the exercise of judicial discretion in accordance with general equitable principles and to applicable bankruptcy, insolvency, reorganization, moratorium and other laws for the relief of debtors heretofore or hereafter enacted to the extent that the same may be constitutionally applied.

Section 7.02 Covenants as to PFS Fund

The Commonwealth covenants and agrees that amounts deposited to the PFS Fund related to this PFS Contract or any other contract entered into pursuant to the Enabling Act shall not be diverted from the purposes identified in this PFS Contract, or any other such contracts, nor shall the trusts created hereby be broken, and the pledge and dedication in trust of such amounts shall continue unimpaired and unabrogated.

Section 7.03 Data Sharing

The Commonwealth will provide data on a timely basis pursuant to the data sharing agreements (collectively, the “Commonwealth Data Sharing Agreements”) between the Department of Unemployment Assistance (“DUA”) and Independent Evaluator; and the Department of Higher Education (“DHE”) and Independent Evaluator; each dated as of the date set forth therein, and as each may be amended from time to time. The Commonwealth may discontinue or suspend the provision of data immediately if any term of the Commonwealth Data Sharing Agreements is materially violated. In such instance, no Party shall have termination rights under Article 8, and the Commonwealth may exercise its rights under Article 9.02. A material violation of the Commonwealth Data Sharing Agreement by the Independent Evaluator may be a ground for replacement of the Independent Evaluator under Section 3.02 above.