Resolution 2002-27 - Laserfiche WebLink

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commenced to defeat or enjoin Louisville's performance under this Agreement. If Louisville elects to terminate the Agreement pursuant to this Section, Louisville shall provide written notice to Superior declaring this Agreement terminated, whereupon all eamest money and any other monies or things of value received hereunder shall be immediately returned to Louisville, and both Parties shall be released herefrom. 2.16. No Encumbrance. Superior agrees that it will not, so long as this Agreement is in effect, encumber or burden the six Units. 2.17. Use of Units. Prior to the closing, Superior shall take all actions necessary to maintain the historic use of the Six Units. Use of the Six Units for the water year beginning November 1~ 2002, shall be by Louisville. Assessments for such water year shall be paid by Louisville. In the event such use commences but closing hereunder does not occur, Superior shall have use of the Six Units upon termination of this Agreement and shall be responsible for its pro-rata share of assessment paid for such water year. 2.18. Windy Gap Firming Project. Superior shall at closing assign to Louisville its rights to the Firming Project associated with the Six Units of Windy Gap Water transferred to Louisville. For purposes of this Agreement, storage in the fuming project shall be on a ratio with Windy Gap Water conveyed hereunder of 3:1 or such ratio as WGF Enterprise determines. If the WGF Enterprise does not approve of said assignment at or prior to closing, Louisville may, at its sole option, exercise its rights to extend closing or terminate this Agreement as provided in Section 2.6, above. Superior represents that all payments required by the WGF Enterprise for the Six Units prior to the execution of this Agreement have been paid. Further, Superior shall be responsible for any payments required by the WGF Enterprise prior to closing; provided, however, that Louisville shall at closing reimburse Superior for one-half of such payments incurred after execution of this Agreement but prior to closing, not to exceed $4,575.00. It is anticipated that the only WGF Enterprise payment to be due prior to closing shall be 2002 pro-rata share payment due on or before August 16, 2002, in the amount of $1,524.44 per unit or $9,146.66 for the Six Units. Superior and Louisville agree to cooperate with one another to have the WGF Enterprise reduce or eliminate WGF Enterprise payments for the Six Units to be transferred to Louisville. ARTICLE 3- GENERAL PROVISIONS 3.1. Notices. No notice hereunder shall be sufficient to affect any rights, remedies, or obligations of the parties hereto unless such notice is in writing and (a) Is delivered by personal service to the person or persons whose rights, remedies, or obligations are sought to be affected, or (b) Is mailed by prepaid United States certified mail, remm receipt requested, addressed to the respective and appropriate party as follows: 9