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termination of any obligations created by this Agreement unless such termination is requested by
<br />the Party not in breach hereof.
<br />13. Failure to Perform Due to Force Majeure. Subject to the terms and conditions in this
<br />Paragraph, no Party to this Agreement shall be liable for any delay or failure to perform under
<br />this Agrecinent due solely to conditions or events of force mnjeure, as that term is specifically
<br />defined herein; provided that: (1) the non performing Party gives the other Party prompt written
<br />notice describing the particulars of the occurrence of the force rnajeure; (ii) the suspension of
<br />performance is of no greater scope and of no longer duration than is required by the force
<br />majenre event or condition; and (iii) the non- perfo1'111ing Party proceeds with reasonable
<br />diligence to remedy its inability to perform and provides weekly progress reports to the other
<br />Party describing the actions taken to remedy the consequences of the force nmjecure event or
<br />condition. As used herein force maJeure shall mean any delay or failure of a Party to perform its
<br />obligations under this Agreement caused by events beyond the Party's reasonable control, and
<br />without the fault of negligence of the Party, including-, without limitation A) changes in state or
<br />federal law or administrative practice concerning, water rights administration, water quality or
<br />stream flow requirements, B) changes in state water rights administrative practice concerning the
<br />reuse of reclaimed wastewater through leases to others for use at locations other than Aurora,
<br />Colorado, including, but not limited to, challenges to retained dominion and control, C) acts of
<br />God, D) sudden actions of the elements such as floods, earthquakes, hurricanes, or tornadoes, I:)
<br />sabotage, F) vandalism beyond that which can be reasonably prevented by the Party, G)
<br />terrorism, H) war, I) riots, J) fire, K) explosion, L) severe cold or hot weather, M) snow, N)
<br />drought [a condition more severe than that which occurred in 2002 in the South Platte River
<br />Basin or any basin from which the Reclaimed Wastewater originates] 0) other extreme weather
<br />conditions, P) blockades, Q) insurrection, R) strike, slow down or labor disruptions (even if such
<br />difficulties could he resolved by conceding to the demands of a labor group); S) actions by
<br />federal, state. municipal, or any other government or agency (including but not limited to, the
<br />adoption or change in any rule or regulation or environmental constraint imposed by federal,
<br />state - equirements, actions, or failures to act prevent
<br />or local government bodies) but only if such ►
<br />or delay performance, T) inability, despite due diligence, to obtain required licenses, permits or
<br />approvals, and, U) changes of law relating to financial obligations, revenues and budgetary
<br />matters concerning Colorado local governments and their enterprises. In the event a force
<br />mnjeure event or condition prevents Aurora from delivering all or part of the agreed upon
<br />amounts of Reclaimed Wastewater to Lessee, Aurora shall refund all advance payments made for
<br />that water not delivered within sixty days of the conclusion of the force mnjeure event or the
<br />cancellation of the Agreement pursuant to the retraining provisions of this Paragraph. In no
<br />event will any delay or failure of performance caused by any conditions or events of fim-ce
<br />mnjeure extend this Agreement beyond its stated terra. In the event any delay or failure of
<br />performance on the part of the Party claiming force mnjeure continues for an uninterrupted
<br />period of more than 120 days from its occurrence or inception as noticed pursuant to this
<br />Paragraph. the Party not claiming force mnjeure may, at any time following the end of such 120
<br />day period, terminate this Agreement upon written notice to the Party claiming force mnjeure,
<br />without further obligation except as to costs and balances incurred prior to the effective date of
<br />such termination.
<br />19. Sole Obligation of Utilitv Enterprise.
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