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d. Complete integration of all understandings. This agreement is intended as the complete integration of all understandings between the parties. No prior or contemporaneous addition, deletion, or othe; amendment hereto shall have any force or effect whatsoever unless embodied herein in writing. No subsequent notation, renewal, addition, deletion, or other amendment hereto shall have any force or effect unless embodied in a written contract executed and approved pursuant to STATE fiscal rules. e. STATE may release contract. In its sole discretion, the STATE may at any time and in writing give any consent, deferment, subordination, release, satisfaction, or termination of any or all of the BORROWER'S obligations under this agreement, with or without valuable consideration, upon such terms and conditions as the STATE may determine to be: la) advisable to further the purposes of this contract or to protect the STATE'S financial interest therein, and (b) consistent with both the statutory purposes of this contract and the limitations of the statutory authority under which it is made. f. Hold harmless. The BORROWER agrees to indemnify and hold the STATE harmless from any liabjlity as a result of the STATE'S security interest in the project facilities. ~ g. Casualty and eminent domain. If, at any time;tl erm ~ ctllntract, (a) the BORROWER'S collateral for this loan, including buildings, or any portion ther , a ama d~yed, in whole or in part, by fire or other casualty, or (bl title to or use of the collateral for t loa thereof shall be taken under the exercise of the power of eminent domain, the STATE and the BOR W ause the net proceeds of any insurance claim or condemnation award which belong to the BORRO ov hich the BORROWER has any control to be applied to the prompt replacement, repair and restoration 0 0 teral for this loan or any portion thereof. Any net proceeds remaining after such work has been completed sH e paid to the BORROWER. If the net proceeds are insufficient to pay the full cost of the replacement, repair and restoration, the BORROWER shall complete the work and pay any cost in excess of the net proceeds. h. Contract price adjustment. The original contract price stated in paragraph 3 and any additions thereto shall be adjusted to exclude any significant sums by which the STATE determines the contract price has been increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year following the STATE'S acceptance of the feasibility study. i. Not to terminate. The BORROWER and the TOWN agree not to terminate the Norwood Water Commission, nor adversely withdraw or deplete its assets, nor otherwise adversely affect the enterprise's ability to perform during the term of this contract. j. Captions. That the captions and headings contained in this contract are for convenience and reference only and shall not be construed so as to define or limit the terms or provisions contracted herein. k. No sale or conveyance of any collateral until the loan is repaid. The BORROWER shall not sell, convey, assign, grant, transfer, mortgage, pledge, encumber, or otherwise dispose of the assessment revenues pledged to repay the loan herein, so long as any of the principal and any accrued interest required by the promissory note provisions of the contract remain unpaid without the prior written concurrence of the STATE. 11. Addresses for mailing. All notices, correspondence, or other documents required by this contract shall be delivered or mailed to the following addresses: a. For the STATE b. For the BORROWER Colorado Water Conservation Board 1 31 3 Sherman Street, Room 721 Denver, CO 80203 Attn: William P. Stanton Norwood Water Commission P. O. Box 528 Norwood, CO 81423 Attn: Ralph Weaver, Chairman TOWN OF NORWOOD & NORWOOD WATER COMMISSION Page 5 of 8 Pages FEASIBILITY REPORT CONTRACT