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-21- <br />Section 4.10. Joint Powers Agreement. LAVWMA and the Members agree that they will not amend the Joint Powers Agreement so as to materially adversely affect the holders of the Bonds, which shall be determined by any Rating Agency then rating the Bonds indicating in writing that such amendment would or would not result in a downgrading to or withdrawal of the rating then in effect on the Bonds, or, if the Bonds are then insured, such amendment shall be considered not to materially adversely affect the holders of the Bonds if such amendment is consented to by such bond insurer. If the Bonds are not insured, and any Rating Agency then rating the Bonds declines for any reason to comment in writing on the effect of such proposed amendment on the Bonds, then such proposed amendment shall be determined not to be materially adverse to the holders of the Bonds if Bond Counsel delivers to the the trustee for the Bonds an opinion to that effect. ARTICLE V MISCELLANEOUS Section 5.01 Abatement of Payments for Sewer Service; Subordinate Lien on Net Revenues of Members; Responsibility for Payments. (a) Payments of Fixed LAVWMA Maintenance and Operation Costs under Section 4.01(b) for Sewer Service shall be subject to abatement in the discretion of the Members during any period in which by reason of any damage or destruction (other than by condemnation, which is hereinafter provided for) there is a material interruption in the Sewer Service to the Members. Such abatement shall continue for the period commencing with such damage or destruction and ending upon the restoration of Sewer Service by LAVWMA. In the event of any such damage or destruction, this Contract shall continue in full force and effect and the Members waive any rights to terminate this Contract by virtue of such damage or destruction. The proceeds of any insurance covering such damage or destruction shall be deposited and applied by LAVWMA as provided in Section 5.07 of the Indenture. (b) The Members hereby unconditionally pledge and create, in favor of LAVWMA and the trustee for the Bonds, a lien on their respective Net Revenues, to pay to LAVWMA the amounts owed under Section 4.01(a); provided, that said lien shall be subordinate to the Members’ existing Obligations, as well as Obligations to be issued to finance or refinance improvements to their respective Sewer Systems. For avoidance of doubt, the Net Revenues of the District do not include District Local Charges, and the Net Revenues of Pleasanton do not include Pleasanton Local Charges or Pleasanton Local Maintenance and Operation Costs. (c) Livermore shall be responsible to pay only those amounts specifically required under this Contract and shall not be responsible to make up any shortfall resulting from nonpayment of obligations hereunder by the District, whether for itself or on behalf of Pleasanton. The District shall be responsible to pay only those amounts specifically required under this Contract, including payments made on behalf of Pleasanton, and shall not be