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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 /> 18. Failure to Perform Due to Force Maieure. 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 Agreement due solely to conditions or events of force majeure, as that term is specifically
<br /> defined herein;provided that: (i) the non performing Party gives the other Party prompt written
<br /> notice describing the particulars of the occurrence of the force majeure; (ii) the suspension of
<br /> performance is of no,greater scope and of no longer duration than is required by the force
<br /> majeure event or condition; and (iii) the non-performing Party proceeds with reasonable
<br /> diligence to remedy its inabilityto perform and provides weekly progress reports to the other
<br /> Party describing the actions taken to remedy the consequences of the force majeure 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 or 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,E)
<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] O) other extreme weather
<br /> conditions, P)blockades,Qr)insurrection, R) strike,slow down or labor disruptions (even if such
<br /> difficulties could be 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 or local government bodies)but only if such requirements, actions, or failures to act prevent
<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 /> majeure 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 majeure event or the
<br /> cancellation of the Agreement pursuant to the remaining provisions of this Paragraph. In no
<br /> event will any delay or failure of performance caused by any conditions or events of force
<br /> majeure extend thisAgreement beyond its stated term. In the event any delay or failure of
<br /> performance on the part of the Party claiming force majeure 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 majeure may, at any time following the end of such 120
<br /> day period, terminate this Agreement upon written notice to the Party claiming force majeure,
<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 Utility Enterprise.
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