Town of Castle Rock Agreement for Aquisition

1.16. By this Agreement, the parties provide for the Purchaser's option to
acquire up to 1,300.339 acre-feet from the Orphan Shares held by the CWCB in the
Reallocation Project ("Optioned Orphan Shares"), by means of an initial acquisition
of 87 acre-feet of Orphan Shares, and subsequent acquisitions of additional
increments of no less than the lesser of 87 acre-feet, or the difference between
1,300.339 and the quantity, in acre-feet, of Orphan Shares previously acquired by
Purchaser.
For and in consideration of the premises and the mutual covenants,
conditions, and promises herein, the parties agree as follows:
2. Definitions.
2.1. Base Water Charge means the base cost per acre-foot of Optioned
Orphan Shares in this Agreement. The Base Water Charge shall be $7,000 per
acre-foot of Orphan Shares. The Base Water Charge is estimated by dividing the
Total Project Costs ($134,000,000) by the total number of acre-feet (shares) in the
Reallocation Project (20,600) and rounding the result up to the nearest thousand.
2.2. Reconciled Payment Obligation means the full cost of the Reallocation
Project determined following final completion of the Reallocation Project. The full
cost will be compared to the Base Water Charge and the balance shall constitute the
Reconciled Payment Obligation. The Reconciled Payment Obligation shall include
interest during construction charges if such interest charges are incurred by the
CDNR.
2.3. Orphan Shares means those shares which represent storage volume in
acre-feet in the Reallocation Project which are transferred and assigned to the
CWCB pursuant to paragraph 5.b of the Letters of Commitment. Orphan Shares
does not refer to a specific water right, rather, the term refers to the right to storage
space in the Reallocation Project wherein the Purchaser may store its own water
rights.
2.4. Optioned Orphan Shares means the 1,300.339 acre-feet of Orphan
Shares that are the subject of this Agreement.
2.5. O&M-RRR&R means the operations, maintenance, repair,
rehabilitation, reconstruction, and replacement costs of Chatfield Reservoir.
2.5.1. Specific RRR&R means specific repair, rehabilitation,
reconstruction, and replacement costs as those costs are deiined in the Water
Storage Agreement and for which CDNR shall pay 100 percent of the costs to the
Government.
2.5.2. Joint-use RRR&R means the joint-use repair, rehabilitation,
reconstruction, and replacement costs of Chatfield Reservoir as those costs are
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