2009-12-22_HYDROLOGY - M1977436 - Laserfiche WebLink

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herein by this reference to Aggregate Industries — West Central Region, Inc. Immediately after Closing, Thornton shall request the Secretary of the Company to transfer ownership of the Colorado Ag Shares to Thornton on . the Company's records. 9.. Tjme of Essence/Remedies Time Is of the essence as to this Agreement. If any condition, provision, or obligation is not made, tendered, or performed as provided herein, there shall be the following remedies. a. If Thornton is in Default Seller may elect to treat this Agreement as canceled, In which case all payments and things of value received hereunder shall be retumed and Seller may recover such damages as may be proper, or Seller may elect to treat this Agreement as being in full force an effect and Seiler shall have the right to specific perrformance or damages, or both. b. If Seiler is In Default Thornton may elect .to treat this Agreement as canceled, in which case all payments and things of value received hereunder shall be returned and Thornton may recover such damages as may be proper, or Thornton may elect to treat this Agreement as being in full force and effect and Thornton shall have the right to specific performance or damages, or both. c. Costs and Expenses nses Anything to the contrary herein notwithstanding, In the event of any litigation arising out of this Agreement, the court shall award to the prevailing party all reasonable costs and expenses, including reasonable attorneys' fees. Litigation arising out of this Agreement shall not apply to or Include participation in Water Court cases related to water subject to this agreement. 10. Pa ftg In Interest This Agreement shall be binding upon and shall Inure to the benefit of the Parties hereto and their respective heirs, suc:cessom and permitted assigns. This Agreement does not create and shail'not be construed to create any rights, benefits or remedies enforceable by any person other than Thornton and Seller, except by lawful assignment of the rights hereunder as may be permitted in paragraph 11, below. 11. &Wriment _and Notice Seller may freely assign -its d0hts under this Agreement in whole or in part to any other person or entity. No .such assignment will be effective until written notice has been given to Thornton and no assignment will be allowed If it Increases the obligations under this Agreement: Thornton may assign Its obligation under this Agreement only with the written consent of Seller or its assignee, which consent shall not be unreasonable withheld. This Agreement may be recorded in public records and notice Is to be given as follows: Water Resources Manager, City of Thornton Civic Center, 9500 Civic Center Drive, Thornton, Colorado, 80229; or Aggregate industries, attention: Michael Refer, Vice President of Administration, 1707 Cole Boulevard, Suite 100, Golden, Colorado, SO401, or to any subsequent address provided by the parties in writing. 12. Entire This Agreement constitutes the entire understanding between the Parties with rasped to the subject matter hereof, superseding all negotiations, Page 4