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are allowed, will oppose Aurora in any Colorado Water Court applications filed by Aurora except
<br />to assert injury to a vested or conditional water right.
<br />14. Aurora Right to Request Reuse. The Parties hereto acknowledge that hydrologic and other
<br />conditions may exist wherein Lessee may not need all or a portion of the Reclaimed Wastewater
<br />flow available to it under this Agreement. Aurora may contact Lessee, not more frequently than
<br />once per day, to determine if any of the Reclaimed Wastewater leased hereunder will not be
<br />needed.
<br />15. Entire Agreement of the Parties. This Agreement represents the entire agreement of the
<br />Parties and neither Party has relied upon any fact or representation not expressly set forth herein.
<br />All prior and contemporaneous conversations, negotiations, possible alleged agreements,
<br />representations, covenants and warranties concerning the subject matter hereof, are merged in this
<br />Agreement.
<br />16. Amendment. This Agreement may be amended, modified, changed, or terminated in whole
<br />or in part only by written agreement duly authorized and executed by the Parties hereto.
<br />17. Enforcement. The Parties agree that this Agreement may be enforced in law or in equity
<br />for specific performance, injunctive, or other appropriate relief, including damages, as may be
<br />available according to the laws of the State of Colorado. It is specifically understood that, by
<br />executing this Agreement, each Party commits itself to perform pursuant to the terms hereof, and
<br />that any breach hereof resulting in any recoverable damages shall not thereby cause the termination
<br />of any obligations created by this Agreement unless such termination is requested by the Party not
<br />in breach hereof.
<br />18. 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 this
<br />Agreement due solely to conditions or events of force majeure, as that term is specifically defined
<br />herein; provided that: (a) the non-performing Party gives the other Party prompt written notice
<br />describing the particulars of the occurrence of the force majeure; (b) the suspension of performance
<br />is of no greater scope and of no longer duration than is required by the force majeure event or
<br />condition; and (c) the non-performing Party proceeds with reasonable diligence to remedy its
<br />inability to perform and provides weekly progress reports to the other Party describing the actions
<br />taken to remedy the consequences of the force rnajeure event or condition. As used herein force
<br />rnajeure shall mean any delay or failure of a Party to perform its obligations under this Agreement
<br />caused by events beyond the Party's reasonable control, and without the fault or negligence of the
<br />Party, including, without limitation A) changes in state or federal law or administrative practice
<br />conceming, water rights administration, water quality or stream flow requirements, B) changes in
<br />state water rights administrative practice concerning the reuse of reclaimed wastewater through
<br />leases to others for use at locations other than Aurora, Colorado, including, but not limited to,
<br />challenges to retained dominion and control, C) acts of God, D) sudden actions of the elements
<br />such as floods, earthquakes, hurricanes, or tornadoes, E) sabotage, F) vandalism beyond that which
<br />can be reasonably prevented by the Party, G) terrorism, H) war, 1) riots, J) fire, K) explosion, L)
<br />severe cold or hot weather, M) snow, N) drought [a condition more severe than that which occurred
<br />in 2002 in the South Platte River Basin or any basin from which the Reclaimed Wastewater
<br />originates] 0) other extreme weather conditions, P) blockades, Q) insurrection, R) strike, slow
<br />009411\0310\11688512.6 6
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