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S. Payment. Aurora shall bill Lessee for all effluent it will deliver during 2011, as shown <br />on the Delivery Schedule, within 30 business days of the Effective Date. All billing shall be <br />done on such forms as designated by Aurora for that purpose. Payment by Lessee shall be due <br />no later than forty-five (45) days after such bill has been issued. If Lessee does not make the <br />required payment by the due date, Aurora may give Lessee a notice of default. If Lessee does <br />not cure the default by making full payment within thirty (30) days of receipt of any notice of <br />default, then Aurora, in addition to pursuing any other remedies available to it, may declare this <br />Agreement terminated. <br />9. Non- Assienability and No Subleases. Neither Aurora nor Lessee may assign its rights <br />or delegate its duties hereunder without the prior written consent of the other party. Lessee may <br />not sublease the Reclaimed Wastewater to which it is entitled pursuant to this Agreement without <br />the permission of Aurora, which permission Aurora may grant or withhold at its discretion. <br />10. Successors and Assisns. This Agreement and the rights and obligations created hereby <br />shall be binding upon and inure to the benefit of the parties hereto and their respective successors <br />and assigns if any are allowed. The parties intend that Aurora shall not incur any liability other <br />than those liabilities directly running to Aurora or assigns permitted under this Agreement if any. <br />Lessee therefore covenants and agrees to indemnify, save and hold harmless Aurora from all <br />liability, cost or expense of any kind, including Aurora's costs of defense, to any other party, <br />arising in connection with or relating in any way to the execution, delivery or performance of <br />any allowed assignment or any related document by the parties thereto or to the consummation <br />of any transaction in connection with such documents. <br />11. No Rights Conferred. Except as otherwise provided in this Agreement, the parties <br />acknowledge that all Reclaimed Wastewater leased hereunder is intended for the present and <br />future use of Aurora. It is further understood and agreed to by the parties that this Agreement <br />shall confer no rights in such Reclaimed Wastewater upon Lessee, nor shall any future needs of <br />Lessee for water enable Lessee to make claim against Aurora for any of Aurora's Reclaimed <br />Wastewater, other waxer or water rights. Lessee further acknowledges the statutory prohibition <br />against vesting of a right for a continued lease expressed in CRS § 31 -35 -201 applies in these <br />circumstances. <br />12. Failure to Perform Due to Force Maieure. Subject to the terms and conditions in this <br />Paragraph, no parry 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 n4eure, 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 inability to perform and provides weekly progress reports to the other <br />parry describing the actions taken to remedy the consequences of the force majeure event or <br />condition. As used herein force n eure 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 />4 <br />9411V11521SW.1 <br />