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<br />regulations and policies of the Board; and the Colorado-Big Thompson Project Repayment Contract
<br />between the District and the United States of America dated July 5, 1938, if applicable, or
<br />as otherwise allowed with the Board's consent.
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<br />4. SWSP Enterorise Ownershio, Ooeration and Maintenance.
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<br />a. The SWSP Enterprise shall own, construct, operate, maintain, replace and repair the Pipeline,
<br />subject to the Allottee's perpetual, vested right to possession of that portion of the capacity
<br />of the Pipeline allocated herein. To this end the SWSP Enterprise shall be responsible for
<br />all planning, scheduling, right-of-way acquisition, construction and engineering contracts
<br />relating to the Pipeline; any required permits, impact statements and other procedural or
<br />substantive matters necessary for completion of the Pipeline; and all operation, maintenance,
<br />and replacement of the Pipeline.
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<br />b. The SWSP Enterprise covenants to prudently design, construct, operate, maintain, repair and
<br />replace the Pipeline in good faith for the benefit of the Allottee and the other Participants.
<br />SWSP Enterprise acknowledges that Allottee is relying upon this covenant of SWSP Enterprise
<br />in executing this Contract and in maJting payment of all amounts due hereunder. SWSP Entel1lrise
<br />and the Allottee agree that non-performance by SWSP Enterprise of its obligations to design,
<br />construct, operate, maintain, repair and replace the Pipeline shall result in damages to
<br />Allottee which will be difficult to calculate and for which there may not be an adequate
<br />remedy at law. Therefore, SWSP Entefprise and Allottee agree that, so long as the Participants
<br />have provided SWSP Enterprise adequate funds to design, construct, operate, maintain, repair
<br />and replace the Pipeline under tIlis Contract, in the event of non-performance by SWSP
<br />Enterprise, Allottee shall have the right to a remedy of specific performance to require SWSP
<br />Enterprise to perform its obligations as set forth herein or the right to damages, or both.
<br />The SWSP Enterprise's financial obligations to design, construct, operate, maintain, repair
<br />and replace the Pipeline under this Contract shall be payable solely out of the assets and
<br />revenues of the SWSP Enterprise; provided, however, SWSP Enterprise shall be liable for its
<br />negligence or gross negligence. The Allottee does not waive any right of action that it may
<br />have against the SWSP Enterprise or the District for liability arising from tort, subject and
<br />pursuant to applicable law. In no event shall the SWSP Enterprise be required to expend any
<br />money from taxes which is in vioJation of Section 20( 4) of Article X of the Colorado
<br />Constitution in the performance of its obligations under this Contract or which would cause
<br />SWSP Enterprise to lose its enterprise status as such status is defined in the Colorado
<br />Constitution.
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<br />c. The SWSP Enterprise warrants and represents that the District has the lawful and physical
<br />ability to construct, operate, maintain and utilize the Carter Lake Dam No.1 Outlet Works and
<br />the St. Vrain Supply Canal, and any other federal facilities owned by the U. S. Bureau of
<br />Reclamation (collectively the "Federal Facilities") for the purpose of delivering water from
<br />the Carter Lake Dam No. 1 OUtlet works through the Carter Lake to Broomfield Pipeline at the
<br />capacities allotted to the participaJIts in that pipeline subject and pursuant to the Repayment
<br />Contract dated July 5, 1938, between the District and the U.S. BureaU of Reclamation, as
<br />amended, and the Special Use Permit Contract No. 2-LH-60-L2308, issued to the District by the
<br />O.S. Bureau of Reclamation. The swsr Enterprise covenants that it shall comply with all terms
<br />and conditions of said Special Use permit and maintain it in full force and effect throughout
<br />its term, and it shall successively apply for the issuance of new permits, if necessary, in
<br />order to ensure that there is no lapse in the SWSP Enterprise'S rights to access the Federal
<br />Facilities for use in connection with the Carter Lake to Broomfield Pipeline, provided that
<br />the participants therein have provided the SWSP Enterprise with adequate funds to operate,
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