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joint venture. iJnless otherwise stated, neither this Agreement, nor any acts of the Parties
<br />hereunder, nor Daisy Farms' payments, shall be construed as granting to or otherwise vesting in
<br />Daisy Farms a►iy riglit, title, iizterest, oi• equity in the Paris Raw Water System nor in the Paris
<br />Trealed Water System or any element thereof.
<br />1.3 Purpose. This Agreement provides the terms and conditions whereby Treated Water may be
<br />pi.uchased by llaisy Farms from Paris.
<br />ARTICLE 2
<br />Definitions and Interpretation
<br />2.1 Definitions. The following terms and expressions used in this Agreement, unless the context
<br />indicates otherwise, shall mean:
<br />AgreeTnent means this Agreement for the Sale and Delivery of 'I'reated Water to Daisy
<br />Farms, LLC and any subsequent amendments agreed to in writing by the Parties.
<br />AWYPA means the American Water Works Association.
<br />13usiness Dcry means any Day other than Saturdays, Sundays and Days on which banks in
<br />Paris are required or permitted to be closed far all or part of their customary hours of operation.
<br />Cost of Seri,ice Study nleans that study performed pursuant to Sections 5.2(d) and 5.3(d) of
<br />this Agreement in order to determine Paris's cost af supplying Treated Water to its customers
<br />including Daisy Farms. The timing of the annual Cost of Service Study shall be conducted
<br />concurrently and combined with the annual cost of service study performed for Paris's contractual
<br />Treated Water customer, Lamar County Water Supply District.
<br />Costs of the Systenz means all costs of acquiring, conslructing, developing, permitting,
<br />impleinenting, expanding, improving, enlarging, bettering, extending, replacing, repairing,
<br />nlaintaining and operating the Paris Raw Water System and the Paris Treated Water System, which
<br />includes the costs of property, interests in property, water and water rights, capitalized interest, land,
<br />easements and rights-of-way, danlages to land and property, leases, treatment and other facilities,
<br />equipment, telemetry, machinery, pumps, pipes, tanks, lines, rneters, taps, valves, fittings,
<br />mechanical dcvices, office equipment, assets, contract rights, wages and salaries, employee benefits,
<br />chemicals, stores, material, supplies, power, supervision, engineering, testing, auditing, franchises,
<br />charges, lssessments, clainis, insurance, engineering, financing, consultants, administrative
<br />expenses, auditinb expenses, legal expenses, amounts required for Paris' Water and Sewer Rate
<br />Maintenance Policy, amowlts for a debt service reserve fund, amounts for principal and interest on
<br />bonds issued by Paris to pay for the Costs of the System, amounts required for bond coverage
<br />reflective of Paris' policies and obligations to pay for Costs of the System, bond issuance expenses,
<br />amounts for worlcing capital, appropriate general and administrative costs of Paris and other similar
<br />or dissimilar expenses and costs related to providing watet• service required for the Paris Raw Water
<br />System and the Paris Treated Water Systein, provided that Costs of the System shall not include (i)
<br />Paris' share of the cost to perform the Cost of Service Studies pursuant to Section 5.3(d) or (ii) any
<br />other costs otherwise excluded by this Agreernent or that have otherwise been directly charged to
<br />Daisy Parms pucsuant to this Agreement.
<br />Duy means a 24-hour period from 12:00 a.m. to 11:59 p.m., Paris, Texas time.
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