Centential W&S District Water Provider Agreement

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in default of any of its obligations hereunder for one year or longer, CDNR shall
not consent to the amendment or modification of any such agreements with
other Water Providers without the consent of Water Provider, and
acknowledges that in the event of such an amendment, similar or identical
amendments to this Agreement will likely be required. The consent of Water
Provider shall not be unreasonably withheld. Any amendment or modification of
any such agreement with other Water Providers obtained without the consent of
Water Provider, when required, shall be void.
Site Access and Authorization to Conduct Work
CDNR, through this Agreement, authorizes CRMC access to the Project Site,
contingent upon the inclusion of provisions related to insurance, professional
standards of care, immunity, access to work products and reporting, in the
bylaws of the CRMC attached as Exhibit F hereto. (For reference, the articles
of incorporation of the CRMC are also attached as Exhibit G.) For purposes of
this Agreement, the Project Site is defined as the State Park located at
Chatfield Reservoir as of the effective date of this Agreement.
J. Termination After Redetermination of Total Project Costs. Within 24 months of
the effective date of this Agreement, the Total Project Costs will be re-examined
and refined. If the refined estimate exceeds One Hundred Thirty-four Million
Dollars ($134,000,000.00) by ten percent or more, Water Provider shall have
the right to terminate this Agreement and relinquish its Pro Rata Share for a
period of sixty (60) days after the day on which it is given notice of such refined
estimate in accordance with the notice provision below. If the refined estimate
exceeds One Hundred Thirty-four Million Dollars ($134,000,000.00) and the
Water Provider declines to terminate this Agreement, the Total Project Costs
shall be adjusted to equal the refined estimate and Water Provider shall have
180 days to fully fund the additional amount of its Pro Rata Share of the total
amount of the refined Total Project Costs in accordance with Paragraph IV.D.
Water Provider will be subject to Paragraph IV.F.1. if it fails to fund such
amounts in accordance with this Paragraph. If this Agreement is terminated in
accordance with this provision, Water Provider shall be entitled to a refund of
the funds it put into the Escrow Account and/or cancellation of any further
disbursements pursuant to any Loan Contract with CWCB, both as described in
Paragraph IV.D. above, except that Water Provider shall be required to pay
from its Escrow Account or pursuant to its Loan Contracts its Pro Rata Share of
the costs incurred in developing the refined estimate of Total Project Costs, as
well as its Pro Rata Share of the project implementation costs incurred by
CRMC, through the date of such termination, including costs of any necessary
reclamation of the Project Site caused by disturbances prior to the termination.
VII. Miscellaneous Provisions.
A. Binding Effect. This Agreement and the rights and obligations created hereby shall
be binding upon and shall inure to the benefit of the Parties hereto and their
respective successors and assigns, if any.
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