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• <br /> • <br /> Delivery Points. This responsibility includes,but is not limited to,Lafarge's withdrawal <br /> of the Fully Reusable Water from the South Platte River(if any) and Lafarge's use of the <br /> Full Rei bl—W-ater: Aurora-will rovide and-all-reporting and accounting required- -.• - -• <br /> by the Colorado State Engineer,the Division 1 Engineer, or any other lawful authority <br /> concerning proof of the reusability of the Fully Reusable Water and conveyance of the <br /> Fully Reusable Water to the Delivery Points. <br /> 5. Sources of Fully Reusable Water. Aurora and Lafarge agree that the <br /> sources of Fully Reusable Water provided under this Agreement shall be Aurora's <br /> reusable municipal return flows to the South Platte River, any fully consumable portion <br /> of changed irrigation water rights owned by Aurora,fully consumable water diverted <br /> pursuant to decrees entered in 03CW414, 03CW415 and 06CW104, and any other legal <br /> source of Fully Reusable Water. Under no circumstances will this Agreement be <br /> interpreted to mean that Aurora must supply potable water should the sources set forth in <br /> this paragraph be unavailable. <br /> 6. Delivery Schedule. The delivery schedule for the first water year of <br /> November 1,2007 through October 31,2008 is attached hereto as Exhibit A. For every • <br /> year after the water year ending October 31,2008,Lafarge and Aurora shall meet prior to <br /> November 1 to prepare the annual delivery schedule for Fully Reusable Water. The <br /> annual delivery schedule shall identify the daily and monthly deliveries as well as the <br /> Delivery points as set forth in paragraph 3 above. In the event that the parties cannot <br /> reach agreement concerning the delivery schedule,Aurora shall use the annual delivery <br /> schedule used the year before. <br /> 7. Title and Title Review. <br /> (a) The parties agree that in order to consummate the transaction <br /> contemplated by this Agreement,(i)title to the Subject Shares must be unencumbered <br /> and marketable in Lafarge so the Subject Shares may be delivered free, clear and <br /> unencumbered in any way to Aurora and(ii)title to the Dry-Up Covenant pertaining to <br /> the Historically Irrigated Land must be unencumbered and marketable in Lafarge so the <br /> Dry-Up Covenant may be delivered free, clear and unencumbered in any way to Aurora. <br /> Aurora's obligations under this Agreement are specifically contingent on Lafarge having <br /> obtained such title with respect to the Subject Shares and the Dry-Up Covenant prior to <br /> Closing. Notwithstanding any other provisions of this Agreement,if Lafarge does not <br /> have such free and unencumbered and marketable title in the Subject Shares or the Dry- <br /> Up Covenant as of the Closing Date(as defined below),Aurora may terminate this <br /> Agreement. <br /> (b) No more than 45 days following the Effective Date,Lafarge shall <br /> deliver to Aurora: (i)full copies of the certificate or certificates for the Subject Shares; <br /> (ii) full copies of the deeds and title commitments it received at the time it purchased the <br /> Historically Irrigated Lands; (iii)a certificate from the Ditch Company stating all <br /> 3 <br /> 9411\104\1075876.1 ' <br />