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bond insurance company providing an insurance policy on the payment of Parity Debt or the
<br />provider under a Credit Agreement as the sole owner of such Parity Debt.
<br />Section 9. INDIVIDUALS NOT LIABLE. All covenants, stipulations, obligations, and
<br />agreements of the City contained in this Master Ordinance and any Supplement shall be deemed to
<br />be covenants, stipulations, obligations, and agreements of the Financing Program and the City to the
<br />full extent authorized or permitted by State law. No covenant, stipulation, obligation, or agreement
<br />herein contained shall be deemed to be a covenant, stipulation, obligation, or agreement of any
<br />member of the Commissioners' Court or agent or employee of the City in his or her individual
<br />capacity and neither the members of the Commissioners' Court, nor any officer, employee, or agent
<br />of the City shall be liable personally on Parity Debt when issued, or be subject to any personal
<br />liability or accountability by reason of the issuance thereof.
<br />Section 10. SPECIAL OBLIGATIONS; ABSOLUTE OBLIGATION TO PAY
<br />PARITY DEBT. All Parity Debt and the interest thereon shall constitute special obligations of the
<br />City payable from the Security and, except as provided in Section 2(c) hereof, the owners of Parity
<br />Debt shall never have the right to demand payment out of funds raised or to be raised by taxation,
<br />or from any source other than those specified in this Master Ordinance or any Supplement, except
<br />as otherwise provided in a Supplement related to a particular series or issue of Parity Debt. The
<br />obligation of the City to pay or cause to be paid the amounts payable under this Master Ordinance
<br />and each Supplement out of the Security shall be absolute, irrevocable, complete, and unconditional,
<br />and the amount, manner, and time of payment of such amounts shall not be decreased, abated,
<br />rebated, setoff, reduced, abrogated, waived, diminished, or otherwise modified in any manner or to
<br />any extent whatsoever, regardless of any right of setoff, recoupment, or counterclaim that the City
<br />might otherwise have against any owner or any other party and regardless of any contingency, force
<br />majeure, event, or cause whatsoever and notwithstanding any circumstance or occurrence that may
<br />arise or take place before, during, or after the issuance of Parity Debt while any Parity Debt is
<br />outstanding.
<br />Section 11. EVENTS OF DEFAULT AND REMEDIES.
<br />(a) Events of Default. Each of the following occurrences or events for the purpose of this
<br />Master Ordinance is hereby declared to be an Event of Default:
<br />(i) the failure to make payment of the principal of or interest on any of the Bonds
<br />when the same becomes due and payable; or
<br />(ii) default in the performance or observance of any other covenant, agreement or
<br />obligation of the City, the failure to perform which materially, adversely affects the rights
<br />of the Registered Owners of the Bonds, including, but not limited to, their prospect or ability
<br />to be repaid in accordance with this Master Ordinance, and the continuation thereof for a
<br />period of 60 days after notice of such default is given by any Registered Owner to the City.
<br />SAN MARCOS\PassThruToll2006:Master Ordinance
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