Res 2005-127 - Laserfiche WebLink

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City of San Marcos/Guadalupe-Blanco River Authority Service Contract Water Treatment Facilities Article XI - Breach. Default. Remedies and Termination (7) Involuntary Bankruptcv. The issuance of an order of a court of competent jurisdiction appointing a receiver, liquidator, custodian or trustee of the Authority or of a major part of the Authority's property, respectively, or the filing against the Authority of a petition to reorganize the Authority or pursuant to the Bankruptcy Code, which order shall not have been discharged or which filing shall not have been dismissed within 90 days after such issuance or filing, respectively. (B) Events of Default Requiring Previous Notice. It shall be an Event of Default by the Authority upon which the City may terminate this Service Contract, by notice to the Authority, if: (1) any representation or warranty of the Authority hereunder was false or inaccurate in any material respect when made, and the representation or warranty affects the legality of this Service Contract or the ability of the Authority to carry out its obligations hereunder; or (2) the Authority fails, refuses or otherwise defaults in its duty (a) to pay any amount required to be paid to the City under this Service Contract within 60 days following the due date for such payment, or (b) to perform any material obligation under this Service Contract (except as set forth in subsection (A) above, or unless such default is excused by an Uncontrollable Circumstance or City Breach, except that no such default (other than those set forth in subsection (A) of this Section) shall constitute an Event of Default giving the City the right to terminate this Service Contract for cause under this subsection unless: (1) The City has given prior written notice to the Authority stating that in its opinion a specified default exists which gives the City a right to terminate this Service Contract for cause under this Section unless such default is corrected within a reasonable period of time, and describing the default in reasonable detail; and (2) The Authority has not initiated within a reasonable time and continued with due diligence to carry out to completion all actions reasonably necessary to correct the default and prevent its recurrence; except that if the Authority shall have initiated within such reasonable time and continued with due diligence to carry out to completion all such actions, the default shall not constitute an Event of Default during such period of time (in any event not more than 120 days from the initial default notice) as the Authority shall continue with due diligence to carry out to completion all such actions. (C) Other Remedies Upon Authority Event of Default. The right of termination provided under this Section upon an Event of Default by the Authority is not exclusive. If this Service Contract is terminated by the City for an Event of Default by the Authority, the City shall have the right to pursue a cause of action for actual damages and to exercise all other remedies which are available to it under this Service Contract, under the Letter of Credit and under Applicable Law. Without limiting the foregoing, upon any termination of the Service Contract for an Event of Default the damages payable by the 73