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Outstanding Parity Debt may be modified or amended at any time without notice to or the consent <br />of any owner of the Outstanding Parity Debt, solely for any one or more of the following purposes: <br />(i) To add to the covenants and agreements of the City contained in this Master <br />Ordinance, other covenants and agreements thereafter to be observed, or to surrender any right or <br />power reserved to or conferred upon the City in this Master Ordinance; <br />(ii) To cure any ambiguity or inconsistency, or to cure or correct any defective provisions <br />contained in this Master Ordinance, upon receipt by the City of an approving Opinion of Counsel, <br />that the same is needed for such purpose, and will more clearly express the intent of this Master <br />Ordinance; <br />(iii) To supplement the Security for the Outstanding Parity Debt in accordance with State <br />law; <br />(iv) To make such other changes in the provisions hereof as the City may deem necessary <br />or desirable and which shall not, in the judgment of the City, materially adversely affect the interests <br />of the owners of Outstanding Parity Debt; <br />(v) To make any changes or amendments requested by the State Attorney General's <br />Office as a condition to the approval of a series or issue of Parity Debt, which changes or <br />amendments do not, in the judgment of the City, materially adversely affect the interests of the <br />owners of the Outstanding Parity Debt; or <br />(vi) To make any changes or amendments requested by any bond rating agency then <br />rating or requested to rate Parity Debt, as a condition to the issuance or maintenance of a rating, <br />which changes or amendments do not, in the judgment of the City, materially adversely affect the <br />interests of the owners of the Outstanding Parity Debt. <br />(b) Amendments With Consent. Subject to the provisions of Section 13(g) of this Master <br />Ordinance, the owners of Outstanding Parity Debt aggregating a majority in Outstanding Principal <br />Amount shall have the right from time to time to approve any amendment, other than amendments <br />described in subsection (a) of this Section, to this Master Ordinance which may be deemed <br />necessary or desirable by the City; provided, however, that nothing herein contained shall permit <br />or be construed to permit, without the approval of the owners of all of the Outstanding Parity Debt <br />(unless such amendment shall be determined by the City to affect only the owners of certain Parity <br />Debt, in which case such amendment shall not be made without the approval of the owners so <br />affected), the amendment of the terms and conditions in this Master Ordinance so as to: <br />(i) Grant to the owners of any Outstanding Parity Debt a priority over the owners of any <br />other Outstanding Parity Debt; or <br />(ii) Materially adversely affect the rights of the owners of less than all Parity Debt then <br />Outstanding; or <br />SAN MARCOS~PassThruToll2008:Master Ordinance 1 <br />