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L <br />provided pursuant to the Code or the Act without further action of the Participating <br />County. <br />(B) The fees and expenses of the Participating County shall be paid from the <br />proceeds of the program in the manner and to the extent mutually agreed upon by the <br />officials of the Participating County and the Escambia Authority at or prior to issuance <br />of the Escambia Bonds. <br />Section 4 Term This Agreement will remain in full force and effect from the <br />date of its execution until such time as it is terminated by any party upon ten (10) <br />days written notice to the other party hereto. Notwithstanding the foregoing, it is <br />agreed that this Agreement may not be terminated by the Participating County during <br />the Authorization Period, or by any party during any period that the Escambia Bonds <br />issued pursuant to the terms hereof remain outstanding. or during any period in <br />which the proceeds of such Escambia Bonds (or investments acquired through such <br />proceeds) are still in the possession of the Escambia Authority, or its agents, pending <br />distribution, unless either (i) the parties to this Agreement mutually agree in writing <br />to the terms of such termination or (ii) such termination, by its terms, only applies <br />prospectively to the authorization to issue Escambia Bonds for which no Allocation <br />Amount has been obtained or used by the Escambia Authority and for which no <br />purchase contract has been entered into. It is further agreed that in the event of <br />termination the parties to this Agreement will provide continuing cooperation to each <br />other in fulfilling the obligations associated with the issuance of Bonds pursuant to <br />this Agreement. <br />Section 5 Indemnity To the full extent permitted by law, the Escambia <br />Authority agrees to hold the Participating County harmless from any and all liability <br />for repayment of principal of and interest or penalty on the Escambia Bonds issued <br />pursuant to this Agreement, and the members, officials, employees and agents of the <br />Participating County harmless from any and all liability in connection with the <br />approval rendered pursuant to Sections 159.603 and 159.604, Florida Statutes. The <br />Escambia Authority agrees that any offering, circular or official statement approved by <br />and used in marketing the Escambia Bonds will include a statement to the effect that <br />Bond owners may not look to the Participating County or its respective members, <br />officials, employees and agents for payment of the Escambia Bonds and interest or <br />premium thereon. <br />MCL•0B/01 /CO <br />Rev -09/08/00 6440•11E111%1a <br />4 <br />