Purchase and Sale Agreement - Laserfiche WebLink

Home Browse Search

6,3.4 Ecology shall use its best ef:forts to fi.rily and tinrely perform its obligations and actions contemplated by this Ageement, and the obligations and actions under this Agreement shall not be unlarvfirlly withheld. 7. If any party defaults in its obligations under this Agreement; or if this Agreement or a material portion thereof, be declared illegal or unenforoeable; or, either PdY, througlr no fault or action by such party; should be inoapable or prevented from performing any material obligations or actions, tlre non-defaulting party in the event of a default or eitherparly in any other event shall have the right to the following: 7.1 As the computation of damages may be difficult continue this Agreement and bring an action to specifi.cally perform this Agreement. 7.2 Declare the Agreement null and void, whereupon the parties shall cooperate to end the trust water right relationship in an orderly matlner as follows: 7.2.1 Roan shall identi$ all injrocess designation agreements and inform Ecology of their status. Roan shall not make representations regarding in- procoss designations and shall in each instance work with Ecology to determine whether an assignrnent should be completed" If Ecology agre€s. the request for determination of water budget neutrality, applications for water riglrt permit or assignment requests will be completed promptly in accordance with applicable policies, nrles, and law. 7.2.2 Ecology shall promptly convey to Roan or desiguee the portion of the Water in Trust not yet designated and assigned as mitigation for individual ground water and surface water permits. If any reserve has been set aside to address uncertainty (see paragraph 3.6) associated with the then-existing mitigated permits, Ecology will retain such reserve until it is either assigned to individual permits or Ecology determines some or all of the reserve is unnecessary. Any r€serve not needed shall be promptiy conveyed by Ecology to Roan. 7,2.3 Each parly shall be responsible for their own costs associated with ending the trust water right relationship in an orderly manner. 7.3 Ptusue any other remedy now or hereafter available. 7.4 In no event shall the termination of this Agreement alter or affeot any 'V/ater previously allocated for mitigation through permits granted relative to New Applications and water budget neuhal determinations. 8. This Agreement may be assigued by Roan upon the giving of wrinen notise to Ecology. Roan may assign .their interest in total in the Agreement to a third parly receiving an interest in the walef rights listed in Exhibit A. Roan may assign a portion of their interest to New Suncadi4 LLC (Suncadia) in order for Suncadia to provide mitigation based on the water rights authorized for use for instream flows for water banking puposes under Sfater Right File No. CS4-00648(AB)sbaS. This Agreement is binding upon and inures to the benefit of the parties to the Agreement as well as upon and to the benefit of theil respective heirs, personal representatives, assigns and other successors in interest. 6