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HomeMy WebLinkAbout1995 Ordinance No. 050• • • ORDINANCE NO . G:) SERIES OF 1995 BY AUTHORITY COUNCIL BILL NO . 56 INTRODUCED BY COUNCIL MEMBER HATHAWAY AN ORDINANCE AUTHORIZi~;G AN INTERGOVERNMENTAL SETI'LEMENT AGREEMENT BETWEEN THE CITY OF ENGLEWOOD, COLORADO, CITY AND COUNTY OF DENVER, COLORADO AND CYPRUS CLIMAX METALS COMPANY PERTAINING TO WATER RIGHTS . WHEREAS , the City of Englewood owns water rights decreed in C.A 657 and Case rso . W-750-78 ("Cabin-Meadow Creek Water Rights") which divert from tributaries of th e Fra ser River in Water Divisi on Number 5 for municipal u&e ; and WHEREAS , De rver o"ns and operates a water collection system which divuts water und er it!-\Vt\t.e r rights from the FTa ser and Williams Fork. Ri ver ba sins for municipal u iE., .,.,,d WHEREAS , Cyprus, through its wholly -owned subsidiary, Climax Molybedenum Company, owns and operates the Hend erson Ore Reduction Plant ("Henderson Mill") located in the William s Fork valley, which processes ore from th e Henderson Mine ; e.nd WHEREAS , Cy prus need s a firm water supply to insure its ability to proces s ore at maxi mum productio n capacity during periods of drt1ught ; and WHEREAS , Denver and Engl ewood entered into a Water Exchange Ac,eement dated March 17, 1964 ("1964 Water Exchange Agreement"), and Denver, Eniilewood and Cyprus entered into a Mod ification of the Water Exchange Agreement dated September 2, 1969 ("1969 Modification"); and WHEREAS , under the "1964 Water Exchange Agreement" and the "19 69 Mod ification" Den ver carries Cabin -Meadow Creek System water throuet, its water system and delivers, by trade or exchange , water to Engle•·,ood on the South Platte Ri ver for municipal use with in the Englewood Service Area, and also ope rates its Williams Fork Sy stem to provide wate r to Cyprus on the Williams Fork River fo r use in th e Hend erson Mill ; and WHEREAS, Engl ewoo d , Cypru s and Denv er agreed to share th e yield of water pr oduc ed by th e Cabin-Meadow Creek Water Rights; and WHERE AS, Englewood and Cyprus enured into an agreement dated September 25 1969 , es emended on September 26, 1969 , whereby Englewood and Cyprus agreed to jointly develop the Cabin-Meadow Creek Water Rights and to share all costs con nected with the de ve lopment , operat ion an d ma intenance of the Cabin -Meadow Creek S ystem : and -1 · WHEREAS, Englewood developed, with Cyprus' aosist.ence, a collection ayat.em ("Cabin-Meadow Creek Sysu,m") to divert and carry walAor diverud under the Cabin- Meadow Creek Wa!A!r Riehta; and WHEREAS , disputes ha ve ari se n among the parties over various provisions of these agreements and Denver's .operation of the Cabin -Meadow Cr-eek Syatem which were filed in the ca ses consolidau,d under Case NO . 93 CV 5585 and (93 MDLOl0), in Denver District Court; and WHEREAS, the parties seek to resolve all dispu!A!s and issues raioed or which could have been raised in Case No . 93 CV 5585, or arising from Den·,er'1 operation o the Cabin-Meadow Creek Sya!A!m; and Wf,EREAS, this new Agreement aupersedes the 1964 Wat.er Exchange Agreement, the 1969 Modification, the Sepumber 25, 1969 Agreement and the Sepu,mbe-, 26, 1969 Am endm ent in th!ir entirety , and resolves all disputes and issues raised or which could ha\•e been rai se d in Case No. 9 3 CV 5585, or arising from Denver's operation of the Cabin -Meadow Creek System; an d WHEREAS, the operational requirements under the 1969 Modification have be co me onerous and burdensome and Denver seeks to operate the Cabin -Mead ow Creek System and inugrau, the Cabin-Meadow Creek Wa!A!r Rights into Denver's wat e r system unde r Den,·er's sole discretion without any canst.Taints or objections fr om Englewoo d or Cy prus so long as Den ,•er fulfills its obligations under the n ew Agreement ; and WHEREAS . afler review by the Englewood Waur and Sewe r Boa rd at their August 8. 199 5 meeting, th e Englewood Water and Sewer Boa rd reco mm ends approval ; NOW, THEREFORE, BE IT OR DAINED BY THE CITY COUNCIL OF THE CITY OF E NGLEWOOD , COLORADO , AS FOLLOWS : Sfailm..l . Th e ·· Settlement Agreement" between th e City of Englewood, the City and Cou n ty of Den,•er , and Cyprus Climax Metals Company is hereby accep!A!d and approve d by the Englewood City Council. The Mayor is authorized to execuu, and the City Clerk to attes t and seal the Agreemen fo r and on behalf of the City of Englewood, Col orado. Sfl:l.iwL2 . The ··settlement Agreem en t" is attach ed as "Exhibit A". Introdu ee d . r ead in full. and pa ssed on fir st reading on th e 2 1st day of August , 1995 . Publi shed as a Bill fo r an Ord ina nce on th e 24th day of August, 1995. Read by title and pa ssed on final reading on th e 5th day of September, 1995. -2- •• •. , • • Publi shed by Lille as Ordinance No .£0, Series cf 1995, on the 7th day of September, 1995. I, Loucr ishia A. Ellis , City Clerk of the City of Englewood , Colorado, hereby certify that th e above and foregoing is a true copy_s,flhe Ordinan e passed on final r eadi ng an d publish ed by title as Ordin•~ce No . .;Q., Series of 95 . -3- EXHIBIT A SET TLEMEN T AGREEME NT Th i s Agreement made and entered into this_ day of 1995, by and between the CIT Y AND COUNTY OF DENVER, acting byanothrough its BOARD OF WATER COMMISSIONERS ("Denver"), THE CITY OF ENGLE WOOD("En glewood"l , and CYPRUS CLIMAX METALS CCMPANY, ("Cyprus") (collectively, the "parties"), WIT NE SS ETH: WHEREAS, the City of Er.iglewood owns water rights decreed in C.A . 657 and Case No. W-75C·-78 ("Cab in-Meadow Creek Water Rights ") which divert f-r om tribut aries of the Fraser River in Water Divi s ion Numb er 5 for munic ipa l use; and WHEREAS, Denver owns and operates a water collection system which d iverts water under its water rights from t he Fraser and Williams Fork Rive:r basins fo r munic i pal use; and WHEREAS, Cyp rus, throu gh its wholly-owned subs i diary, Climax Molybdenum Company, owns and operates the Henderson Ore Reduction Plant ("He nd erson Mill") located in the Will i ams Fork valley, wh i ch processes or e from the Hende~&on Mine. Cyprus needs a firm ~ater supp ly to insure its ab ility to process ore at maximum production capacity during periods of drought; and WHEREAS, De nver and Englewood entered into a Water Ex c hange Agreeme nt dated Ma rch 11 , 1964 ("1964 Water Exchange Agreement"), and Denver, Eng l ewood and Cyprus entered into a Mod ification of the Water Exchange Agreement dated September 2, 1969 ("1969 Mo difica tion"), under which Denver carries Cabin-Meadow Creek System water through its water system and delivers, by trade or exchang e, wat er to Englewood on the South Platte River for mun icipal use within the Eng l ewood Servi ce Area, and also operat es its Williams Fork System to provide water t o Cyprus on the Williams Fork Ri.ver for use in t he Hende rs on Mill. Eng lewood, Cyprus a.nd Denver agreed t o share the yi eld of water produc ed by the Cabin-Meadow Creek Water Rights ; and WHE REAS, Eng lew ood and Cyprus e ntered into an ag r eement da t e d September 25, 1969, as amended on September 26, 1969, where by Englewood and Cyprus agreed to jointly deve l op the Cab in Meadow Creek Water Ri ghts and to share all costs connected with the deve lopment , operation and maint enance of the Cabin Meadow Creek System; and · WHE REAS , Englewood developed with Cyprus' ass i stance a co ll e ction s ys tem ("C abin-Meadow Creek System") .by which to dive rt and carry wa t e r divert e d un der the Cabin-Meadow Creek Water Rights; and • • ' • lfHtPJ:As, disputes have arisen among the parties over various provisions of these agreements and Denver's operation of the Cabin-Meadow Creek System . These disputes are described in the pleadings filed in the cases consolidated under Case No. 93CV5585 (93MDLO10), Denver District Court; and WHEREAS, the parties seek to resolve all disputes and issues ra ised or which could have been raised in Case No. 93CV55B5, or arising from Denver's operati on of the Cabin-Meado·w Creek System; and · WHEREAS, this Agreeme nt s up e r sedes the 1964 Water Exclange Agreeme nt, the 1969 Modification, the September 25. 1969 agreemen t and the September 26, 1969 'llllendment in their entirety, and resolves a ll disputes and is'lues raised or which could bave been raised in Case No. 93CV5585, or aris ing from Denver 's operation of t he CMC System; and WHEREAS, the operati ona l requirements under the 1969 Modification have become onerous and burdensome and Denver seeks to operate the Cabin-Meadow Creek System and integrate the Cabin- Meadow Cr eek Water Rights into Denver's water sys tem under Denver's sole discretion without any constraints or objections from Englewood or Cyprus so long as Denver fulfills its obliga tions under this agreel!lent. • NOW, THEREFORE, for good a nd ~aluable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as fol low s: Article I Definitions l.l "Ad j1.•.s ted for Inflation" means the amount in the text of th i s Agr eeme nt, adj usted by the percentage change in the consumer price ~ndex. The ad justme nt will utili ze the U.S. Department of Labo:, Burea u of tabor St a ti stics , Consumer Price Index for All Urb an Consumers (CPI-U) fer Denver-Boulder, co, All Items. The adjustment wi l l be made based on the most recent semiannual index published at the time of tte adjustment as compared to the 1st half y.ar index for 19 95. I f t his Index is no longer published then the .most comparab l e pub lished i nd ex shall be utilized . 1.2 "April Meeting" means the meeting described in subparagraph 6.2.4.l. 1.3 "Bas ic Deliveries" means deliveries made by Denver to Eng l ewood pursuant to Sec t ion 3.2 or as adjusted under Article VI. 1 . 4 "Cabin-Meadow Creek System" or "CMC System" means all area l property, app urtenanc es and structureJ associated with U ng .. ewood' s right-of-way for the Cab in-Meadow Transmountain 2 Diversion, which was ;ranted by the United States Department of the • ' Interior under Colorado Serial numl:>~r 011415, u amended, &nd acqui red from privatP property owners as depicted by Sheets l throug h 11 of the B•,ll Survey dated March 5, 1984 attached to Exh ibit: G. l.5 "CMC Exchanges" means the exchanqes described in paragraph 3.3.5. l.6 "Cabin-Meadow Cree k Water Rights" or "CKC Water Riqhts" means tho se water rights conditi ✓.nally decreed in C.A. 657, District Court, Grand County and decreed absolute in Case No. w- 750-78, District Court, Wa ter Division !lo. 5. 1.7 "Contract: Users of Paid DelivH .-:ies" is a term defined in paragraph 3.3.5. 1.8 affiliate of eithe= Mill. "Cyprus" means Cyprus Climax Metals Compa ny or its Clima x Molybdenum Company, or the successors or assigns of those entities, which operate the Henderson Mine and 1.9 "Cyprus Credit" mea.~s the amount of water provided to the Henderson Mill by Den ver, as described in Section 4.2. 1 .1 0 "Delivery Failure" i s a term defined in Section 6.l . 1.11 "Denver" means the City and County of Denver acting by and through its Board of Water Commissioners, a home-rule ~unicipal corporation ex isting under the l aws of the State of Colorado. 1.12 "Englewood" means the City of Englewood, a home-·rule municipa l corp )ration existing under the laws of the State of Co lorado. 1.13 "E nglewoo d Servi ce Area" means the area within the present and future boundar i es of the City of Englewood and the areas within the Denver metropolitan area that Englewood serves water un der contract or lease. 1.14 "Exchange Decrees" i s a term defined in paragraph 3.3.5. 1.15 "Incidental Water Ri gh ts" means t hose water rights change d and decreed for use at the Henderson Mill in Case No. w- 528-76, Di stri ct: Court, Water Div ision No. 5. 1.16 "Lawf ully Divert i ble Amount" is a term defined in paragr a?h 6.2.1. 1.1 7 "Major Repair" means repairs made to the CMC System, as defined i~ paragraph 5.2.2. 3 • • • 1. 18 "Mineable Ore Reserves" means the proven and probable ore reserves attributed to the Henderson Mine in the .Annual Report on Form 10 -K of Cyprus AMAX Minerals Company, or its successors or assigns, filed with the Unite d States Securities and Exchange Commission. For purposes . of this Agreement the Mineable O.re Reserves for the Henderson Mine shall be deemed exhausted and the Henderson Mine no longer in operation when the Hineable Ore Reserves attr i buted to the Henderson Mine are reported in an Annual Report on Form 10 -K as zero. (If a Form 10-K is no longer required to be filed, then a comparable form or filing shall be su.bst i tuted. ) 1 .19 "On Demand" means deliveries of raw water by Denver to Englewood accordi ng to Exhibit A. 1.20 "Pa id Deliveries" means d~liveries made by Denve r pu~suant t o Sect i on 3.3 or as adjusted under Article VI. 1 .21 "Regulatory Action• means any action resulting in a loss of yield to m e OIC System or the OIC Water Rights by any legislature, court, administrative agency, regulatory body or other go vernme nta l agency or entity which is final or implemented and ready to be conteste/j and which is not premised on a physical failure or inadequacy of the CMC System that can practically be repa ired or restored . For example, an order of a court reducing ·• dive_sions from the CMC System in order to enhance the environment would be a Regulatory Action. By contrast, an order of the Colorado State Engin~er reducing the amount of water which could be stored in Meadow Creek Reservoir, because of flaws in the dam , effect ive until repairs were made to the dam, would not be a Reg ul atory Act i on (unless the parties unanimously determined that repair was impractical and would not be done). The reduction in y i e ld attributable to the problem with t he dam would be a "Delivery Fa ilure", subj ect to Section 6 .1 (unless the parti es unanimously determi ned that repair was impractica l and would not be done). 1.22 "Reusable Sources" mean s those sources of water owned or controll ed by Denver a ,; depicted on Exhibit B which may be lawfully used and reused to extinction, whethe = by reuse, success ive use or by dispos i tion . Denver may ad1 reusable sources to Exhib it B from time to time. 1.23 "Section" mean s a ll provision s under a two digi t number including paragraph s and su.bparagraphs, i.e. Sect ion 6 . 2. A paragr~h mean s a ll provisions under a t ~ree digit number i ncluding s u.bpira;ra ph s , i .e. paragraph 6. 2. 4. A subparagraph means all p rovi s ion s under a four dig it number o r more, i.e. subparagraph 6.2 .4.3. 1.24 .descr ibed "Sk yl~rk Water :.n Exh ibit F. Rights" 4 means t hose water rights 1.25 "Ute Park Storage Right" means the water right decreed for use at the Henderson Mill in Case No. W-528, District Court, Water Division No. 5. 1.26 awater Year" means the aMual period from April 1 to March 31. 1.27 "Williams Fork Diversion Project" means all existing and future water collection, transmission and stor age facilities owned by Denver located in the Williams· Fork River wa tershed ab~ve the Leal gage. 1 .28 •wrn Re placement Account" means the William.! Fork Reservoir Rep acement Account defined in paragraph 4.3.2. 1.29 "W illiams Fork System" means all existing and !uture water collec-;i on, transmission and storage facilities own l'1 ll v Denver in the Wi l l iams Fork River watershed which divert and ~t c r e under the dec=ees entered in C.A. 657 and C.A. 1430 includi~g the Wi lliams For k Di version Project, Darling Creek extension, Williams Fork Reservo i r, and any extensions or reconfiguration thereto. All Denver water rights other than those decreed in C.A. 6S7 and C.A. 1430 are excluded from this definiti on . Article II Operation of the Henderson Mine 2.1 Henderson Mine ODerations. The parties agrE e that for the purposes ot this Agreement the Henderson Kine will be dmll.\/l ed to be in operati on as long as Minable Ore Reserves are attribltl:eci to the Henderso n Mi ne in the Annual Report on Form 10-K fi)~d witn the United States Securities and Exchange Commission by Cyprus AMAX Minerals Company or its successors or assign.s. So long as Kineable Ore Reserves are reported for the Henderso~ Mine, interruption or curtailment o: Henderson Mine ore production or Henderson Mill 1re refinement s ha l not constitute cessation of operation of t:he Henderson Mi ne under this Agreement, regardless of the leng -~ of the interrupt:.on or curtailment. Copies of the Annual Reports 01 : Form 10-K f i led will be provided by Cyprus to Denver and Englewood upon re~~est . Cyprus shall notify Eng :ewood and Denver when no Mineable Ore Reserves are attributed to the Henderson Kine in an Annual Repor t on Form 10-K. (If a Form 10-K is no l onger required to be filed, then a comparable form or filing shall be substituted.) 2.2 Elec t i on. Notw i thstand i ng Section 2.1, at any time while the Hende r s oc ~ine is in operat i on , and a t Cypr us' sole discretion, Cyprus may e l ect in writing to perma nently waive its right to receive water as prov i ded under thi s Agreement, and thereby terminate i ts rights and ob l igat i ons under this Agreement. Cyprus may a l so i n i t s so l e di scretion e l ect :o terminate its r i gh t s and obligations u.,der t his Agreement pursuant to Section 5.5. Upon any 5 • • • .term:.nation of its rights and obligations hereunder, Cyprus will receive payment from Denver as provided for in Section 5.8. Cyprus shall provide prompt writte., notification of any such election to Eng.ewood and Denver. Article III Der.ver-Englewood Provisions 3.1 Cabin-He;idow Creek Water. Denver shall· have the right to use, reuse, successively use and dispose of al! waters produced by the CMC Water Rights and O!C System for any municipal use by Denver's customers in the Denver metropolitan area consist t with the Decree entered in Case No. W-750-78. 3. 2 Basic Deliverie!I t;o Enalewood. (This Section replaces the "D enver Exchange" deliv",nes to Englewood under the 1964 Water Exc hange Agreement and the 1969 Modification.) • • 3.2.1 While the Henderson Mine is in eration. Whi l e the l'l?nders on ine is in operation, enver s a , y Apr il 2, o t each year, designate for delivery to Englewood an amo ·..L".I ,,f ·,·Jter not exceeding 2,700 acre feet; provided that the wno .·: c,f water designated by April 20 of the current Water Year : (al when added to the amount designated during the preceding nine Water Years, shall not be less than 23,200 acre feet; and (bl when added to the amount designated during the preceding Water Year, shal l not be less than 2,600 acre feet. It shall be assumed that Denver designated 2,500 acre feet during each of the nine Water Years preceding the Water Year in which Denver first designates water under this Agreement. Examples are depicted in Exhibit c. 3. 2. 2 After the Henderson Mine C ases After the Henderson Mine ceases operation, nver s a , y Apr il 20 of each year, designate for delivery to Englewood an amount of water between 1,500 acrc·feet and 3,200 acre feet inclusive; provided that the am.cunt of water designated by April 20 of the current Water Year : (a) when added to the amount designated during the preceding nine Water Years, shall not be less than 26,600 acre feet; and (bl when added to the amount designated during the preceding Water Year, shall not be less than 4,100 acre feet. It sh~l l be assumed that Denver designated 2,930 acre feet during each of the nine Water Years preceding t he Water Year in which Denver first designates water after ~enderson ceases operations . Examples are depicted in Exhibi t C. . 3. 2. 3 Rights of Reuse. J enver retains all rights to reuse, success i ve use and disposition of the return f lows from an y wate r de livered to · Englewood and its lessees or users under Sect i on 3 .2 . Eng l ewood shall cooperate by giving notice and account ing i nformation necessary to allow Denver's 6 identification and quantification of these return flows. Except as provided herein, £n,;lewood shall not oppose in any judicial or administrative tribunals Denver's efforts to identify and quantify these return flows under Section 37-82- 106, 15 C.R .S .; provided that the quantification of reusable return flows from the Englewood Service Area shall be cons i stent with similar provisions in the decree in Case Nos. 92CW030 (paragraph 15) and any similar provi~i ,:,ns of any lessee's or user's decrees. Denve; shall no t ae~~ to modify any provisions of existing ~~~r ees tor purposes n! o~taining credi t for return flows f r M the Englewood Service Area , For the purpose of prevent~n~ injury to iLz water rights, Englewood may participate in any judicial or administrative proceeding in which Denver see ks to quantify or establish the right to reuse or rtidiven such return flows; provided, howe ver, t!"lat Englewocd sh •-ll not restrict ~r il.pede Denver's qua ntification of the reusabl . rer.•11:n flows : ri the manner set fort h i n this parnc;raph. 3.2 .4 ~.<?. .. :: . ...rry-over. Englewood shall forfeit any Basic Deliveri es ',<!s ignated a nd made available by Denver if Eng l ewood does nc.~ take deliver,' of the water by the April 30 fol l owing the Water Year for which the water was designated. Any forfeited water shall be retained by Denver for its sole and exclusive use. For example, if Denver designates water on April 20, 1996 for scheduled deliveries during the 1996 Water Year, then any water not taken by Englewood on or before April 30, 1997 is forfeited. 3. 3 Paid Deliveries. (This Section replaces the Williams For k and south Platte Ex change deliveries to Englewood under ·the 1964 Water Exc hange Agreement and the 1969 Modification.) 3. 3. l Amount. In addi t:.;m to the deliveri es described in Secti on 3 :T,75enver sha ll between April l and April 20 of each year iesignate an amount of water not exceeding 700 acre fee t ("Paid Deliveries"); provided that the amount of Paid Del iveri e s designat~d, when added t o the amount designated in the previ ous nine Water Years, shall not be less than :J, 200 acre fe e t . The ' Paid Deliveries shall be made availabll' for deliver y to Englewood between t he Mayland June 30 following des ignation. 3.3.2 ~-For each acre foot of water delivered under thi s SecIToilT.3, Eng l ewood shall pay Denver $64.26 whic h shal l be Adjusted for I nf l ation on January l, 2000 and every f ifth anniversary thereafter. 3. 3 . 3 Ri~hts of Re us e . To the extent that Denver del i vers water un er !h is Se c tion 3 .3 from Reusable Sources to Eng ewoo d, Englewood retai ns the right of reuse, successive use and d i sposition of the return flows consistent with 7 • • • •• Den ve ='s decrees. When water from Reusable Sources is phys ~ca l ly available at the time of delivery, Denver shall deli ·,er suc h water . If these Reusable Sources are not ava i~a:C le, Denv er shall deliver from storage other municipally d!!cre~d sources available to Denver. The determination of whi c~ storage sources are available is within the sole disc=et i on of Denver. Nothing i n this Agreement shall be cons t =~ed as creating any obligation on Denver to have Reu s ab l e Sources in its system or requiring Denver to operate the Ro berts Tunnel in any manner. · 3.3.4 No ca~rv-over. Englewood must take Paid Del iveri es befo r e July l of the year of designation. Eng l ewood s hall forfe i t any Pa id Deliveries designated and made availabl e by Denver but not delivered before July l. Any for feit ed Pa i d eliveri es shall be retained by Denver for its sole an d exc lus i ve use. Eng l ewood is not required to pay for unde livered Paid Deliveri es: ho1tever , all Paid Deliveries des iq~ated by Denver count agun st t he a.mo unts set forth i n 3.3 .l. 3.3.5 Denver Ot>erat J.on o f CMC Exchanges. Denver may •• ope r a:e in-pri ority exchanges under the decrees in C.A. 3635, Case No. W-8 783-77 or Case No. W-8456-76 ("Exchange Decrees") using water introduced into the South Platte River Basin from Englewood 's CMC ~a t er Rights or Denver•~ water rights decreed from the same s ~~r c es to the Moffat Tunnel Collection System in C.A . 1430 ("O{C Exchanges"). CMC Ex changes may be perf crmed by Denver only between Mayland August 31, and may be performed only whe n calls are being administered for senior water rights of ot~ers on the South Platte River below the point (s ) at which Qi~ Exchange water is delivered into the Sout !'. Pl atte Ri ver mainstem to sati sfy the calling water right or t o otherwise satis f y senior downstream water rights. Den ve=' s di vers i.or,s and storage from the South Platte River under CMC Ex chan ~e ~ s h~l l be limited to the lesser of (al 95 cfs or (bl the a.mount of water called for by downstream senior right s on t he South Platte mainstem during operation of the CMC Exchanges . Under the Exchange Decrees, any CMC Exchanges to Chat fi el d Rese r voir !!hall be operated under an admi ~i strative date of 1976 or 1977 and to Strontia Springs Reservoi r unde r a priori ty of 196 2. Eng l ewood, and any entity who i s entitled to receive the Paid De liveri es purs uant to a writt en contract with Englewood spec :.~ically for use of the Pa i d Deliveri es ("Contract Users of Pa i d Del iver i es "), shall not object in any forum or maMer to operat i on of CMC Exchanges by Denver in accordance with this Agreeme nt . For purposes of this paragraph 3. 3. 5, • ent e~ni a l Wate r and Sani tation Di s tric t ("CenteMi al") under he 197 7 Lease Agreement or 1980 Water Supply Agreement, shall not be cons idered a Contract User of Paid Deliveries unless it 8 is entitled under an amendment or new agreement to receive all Paid Deliveries. Before ar.y entity including Centennial is made a Contract User of Paid Deliveries that entity muat agree to abide by this paragraph 3.3.5. 3. 4 Schedule of deliveries. Denver shall make Basic and Paid Deliveries under the procedures set forth in Exhibit A. Denver shall only make ava i lable P ,!d Deliveries during ~he period May l through June 30 unde r ~he p ocedures set forth in Exhibi t: A. Englewood is solely res p :ns 'hle for coo1~inating any Basic and Paid Deliveries to its le~11ees o users. Englewood .shall not request Bas '.c or Paid De J i'.'H 1~~ :. t ht'i water is not needed for IIIWlicipa l. purpos es by it o ~ its ~~,Dees or us ers. 3. 5 Point of De ~ .l,, r v . Wate= designated by D,mver under this Article III shall be measured a nd delivered into the South Platte Ri ver into or below e i t her Strontia Springs Reservoir or Chatfield Reservoir, at Englewood's request. Stream or ditch carriage l osses, i f any, between the point of delivery and any other downstream points of diversion are to be absorbed ty Englewood. 3.6 Type of Water . Water delivered to Englewood under this Article III s na i l be decreed for m\lllicipal use and shall ' be lawful l y available for storage. Denver may deliver to Englewood water decreed either for di rect flow or f or use by exchange only •• with Englewood's consent. Except as described in this Section 3. 6, • however, Englewood takes the type of water •as is" with respect to Denver's decrees. Noth ing in this Agreement shall be construed to require Denver to change its decrees. 3. 7 Use of Delivered Water. Water delivered to Englewood sha ll be used only tor municipal purposes within the Denver metropol ' t an are a and shall be used consistently with Denver's decrees . Article IV CyPr us-Denver Provisions 4 .1 Cabin-Meadow Creek water . Denver shall have the right to use, reuse, successively use and dispose o f all waters produced by the CMC Water Rights and CMC System for any municipal use by Denver's c u stomers in the Denver metropolitan area consistent with the Decree entered in Case No. W-750-78. 4 .2 Amount of Water Provided to the Hend~rson Mill. While the Hender son Mine is in operation, Denver's Williams Fork System shall be exercised so as to provide up to 3,000 acre feet of water from the Wil : .~s Fork River and its tributaries for diversion and use at t he He : ·•rson Mill (the "Cyprus Cr edi t"); provided that no mo re frequent :· than once during any ten consecutive Water Years, • Denver may, by April 20 of the Water Ye ar, notify Cyprus that only 9 •• • 2,650 ar.re fe et of water wi ll be provided for diversion and use at the Hender ~:i 1 Mill and that such amount will constitute the Cyprus Cre di t fo r hat Water Year. Denver shall, in addition, make ava ilable t o Cyprus up to 2,200 acre feet of water each Water Year from the Wii\ Replacement Account for the Henderson Mill, which acc cun t shal ! !erve as a source of replacement water for calls aga i nst the Hl nderson Mill by senior downstream Colorado River water rights; p~·ovided, however, that the total .combined amount provi ded by Denver under the Cyprus Cr~dit and the WFR Replacement Acc cunt sha ll not exceed 3,000 acre feet per year, or 2,650 acre fee t dur i ~g t hose one-in-ten years designated by Denver as des cr i bed 1wo ve . All water provided to Cyprus under this Section 4.2 shal l b e used only at the Henderson Mill for the beneficial uses desc ribed i n the Ute Park Storage Right decree. The amount of wa t e r actua lly provided by Denver in any given year under the Cyp r us Cr e d it and the WFR Replaceme n t Account shall be calculated as descr ibed i n Section 4. 3 below . Notwithstanding anything he r e :n to t he contrar y, the part i es agree that Cyprus shall not be re qu i red to estimate or des i gna t e i n advance the amount of water t ha: Den ver wi .11 actually be requ i red to provide during the upc o~ing Wate r Year for diversion and use at the Henderson Kill. 4.3 Mea ns of Prov iding Water to the He nderson Mil l. Denver sha :l provi de water to the Renae r son Mill by the following means : 4. 3. l Natural Flow. Pursuant to the Ute Park Storage Right, Cyp r us may divert the natural flow of the Williams Fork River or i ts tributaries. Out-of-priority . ,versions of natural flow by Cyprus under the Ute Park Storage Right agains t Denver's unsat i sfi ed Williams Fork Reservoir water rights (as determined in paragraph 4.3.4) shall be debited against the Cyp r us Credi t , but not against the WFR Replacement J>.ccoun t . 4. 3. 2 Williams Fork Reservoir Reolacemen t Account. ~en ver sha ll maintai n for Cyprus 2,200 acre feet per Water Year in Wi lli ams Fork Reservoir for replacement of out-of- prior i.ty d i versions by Cyprus at the Henderson Mill against senior Colorado River water rights downstream of the Williams For k Reservoir ("the WFR Replacement Account"). Any release of wate r from the WFR Replacement Account shall be debited aga i ns t both the WFR Replacement Account and the Cyprus Cre dit. 4.3.3 Wil liams Fork Divers i on Project ByPasses. • Denve r s ha ll phys i cally bypass water from its Williams Fork Di vers i on Project only as necessar y to enab l e the d i version and use o f water by Cyprus at the Henderson Mill. Denver's phys i cal bypasses shall be required only to the extent that : (a) Cypr us actually needs water for beneficial uses at the Hen de r so n Mi l l desc ribed· in the Ute Park Storage Righ t decree; and (b ) Cyp rus ' ~ed for water cannot be phys i cally or 10 legally satisfied by the natural flow of the Williams Fork • · River at Cyprus' point of diversion. Any such physical bypasses made by Denver sha ll be accounted for as follows: (a) to the extent physical bypass~~ are required to enable Cy.,~u s to divert out-of-priority und er the Ute Park Storage Ri gt.t against Denver 's Wi lliama Fork Reservoir water riglits, bypa s ses shall be deb :.ted on ly ay ins t the Cyprus Credit; (i.) to th e extent physical bypasses are required in order tom~.~ delive ri es to the Henders on Mill from the WFR Re placeme , r Acco un t, bypasses shall be debited against both the WF!t Replacement Account and t he Cyprus Credit. Noth ing here i n sha ll be interpreted as allowing the use by either Denver or Cyp rus of bypass flows to ma i ntain any i nstream ·t l ows. An y phys i cal bypasses required by Cyprus shall be measured by t h~ Jones Pa ss flume, or by any future ~easuring devi ce installea to measure bypasse s at Denver's Wi lliams Fork Dive .~ion Pro j ect. 4.3.4 Definition of Williams Fork Reservoir Fill. For purpo s e s o f ~ete rmining wnen W tliams Fork Reservoir i:. un sati sfied under this Agreemen t , Wil liams Fork Res e,;voir s ha l l be d e emed to be unsatisfied during any Water Yea ~ until t he s um of the following i s equal to or greater than t he phys ical capacity of Williams For k eservoir: (i) the total storage contents in Williams For k R~~ervoir on Aprill of the Water Year, plus (i i) the volume of natural inflow thereafter • through March 31 of the same Water Year into Williams Fork Reservoir when it is in-priority against any mainstem senior cal l , minu s (iii) the amo unt of natural inflow into Williams Fork Reservoir bypassed to satisfy seni or rights on the Will iams Fork River below Wi lliams Fork Reservoir, and minus (iv) the amount of na tura l inflow into Williams Fork Reservoi r bypas s ed to sat i sfy instream flow requirements below Williams For k Reservoir. Nothing herein shal : be construed t , ~ubordinate Cyp r us' Ute Par k Storage Ri ght _gains t Denver 's Williams Fork Res e rvoir 1956 priority. Once Wil lia,m s Fork Rtservoir is satisfied, then the account ing of any previous out-of-priority diversicns by Cyp rus on its Ute Park Storage Rig ht during that Water Year whic h were credited to del iver i es under Secti on 4.2 sha ll be c hanged to show s uch diversions as ha ving been made ~nder the Ute Par ,. St orage Rig h.t. 4. 3. 5 Accounting. De nv er and Cyprus shall develop annual accounting ana procedures to impl ement Section 4 .3. 4 .4 Lea a l or *hys i cal imco ss i bilitv. f the means of provi ding water t o t e Henderson Mi li desc ribed in Section 4 . 3 becom es l ega lly or phys ically invalid, impossible, or un enforceabl e, Denv er and Cyp rus s hal l promp tly develo p as similar • as po ss ibl e a revised me thod of cred it and provi sion . This 11 • Asection, however, shall not be construed as precluding or impairing Wi.,1 any way Cyprus' right to specifi c performance of Denver's water del i very, replacement, and bypass obligations under Section 4.3. 4 .5 No carry-over. Any portion of the Cyprus Credit or the WFR Re p lacement Account not used by Cyprus during the Water Year shall be forfe ited . The forfe i ted water shall be retained by Denver for its s ole and exclusive use . Nothing herein s~all affect Cyprus' right to store water and reuse water after the milling process. I f, however, Cyprus stored water provided by Denver under any of the mea ns described in Secti on 4 .3 it shall be debited as desc ribed i n Section 4.3. Art i cle V Operations , Costs and Payments 5.1 Opera:i on of the CMC System. Denver will operate, ma intai n, ana r epair the CMC System in the manner here i nafter provided . If schedul ed ma intenance of the CMC System is necessary, such ma intenance wi ll be performed at a time which will minimize t h e occ urrence c f a "Delivery Failure" under Section 6.1. 5.2 Enc l ewo od's and Cvorus' Fi nanc i al Obligations. • 5 .2 .l Operation and Maintenance Costs. In addition to t he payments required un der Section 3.3, Englewood s ~ll reimburse Denver for the operation, maintenance, and minor repa i r and r eplacement costs i ncurred by Denver in operating the CMC System. Costs shall include direct labor, overhead (includi ng admin i stration, benefits, leaves and tools), materials, equipment and vehicles for all activities required to opera t e the CMC System. Minor repair and replacement costs mea ns costs which are not Major Repairs described in paragraph 5 .2 .2 . Af ter the Henderson Mi ne ceases operation, the costs describe d. i n this paragraph 5. 2 . l. shall be shared equally by Englewood and Denver. 5.2.2 Major Repairs. "Ma.jar Repair,• for purposes of t hi s Article V, shall mean any major repair, maintenance or replaceme nt work on the CMC System likely to involve an expe nditure of more than S20,000 .00, which amount shall be Adjus t ed for Inflation on January 1, 2,000 and every fifth year thereafter . If , in the reasonable determination of Den ver 's operat i ng personn el, a Major Repair is necessary, Eng l ewoo d shall ',e responsible for the costs of the Major Repa ir i n th~ manner described in th i s paragraph. In making its dete rmin ation, Denver s ha ll appl y, i nsofar as practical, t he s am e s t andards i t use s in making decisions on major repa i rs to its Fraser Ri y er Di version Project. If in Denver's ·• judgment an emergency ex ists, Denver may proceed with the Ma jor Repa ir i mm ediat ely, and EnglE:wood shall reimburs e Denver 12 for the costs as described in paragraph 5. 2. l. If an • · emergency does not exist, Denver will consult with Englewood and Cyprus prior to Nking its determination on the need for a Majer Repair and provide to them Denver's estilll.ate of the cost of the Major Repair. Denver's determination of the need for a Major Repair shall be made or confi rmect by Denver's Superintendent of Source of Supply (or tbe person who supervises the operat!~n of the CMC System). ~nglewood shall notify Denver in writing wi thin 30 days of Denver's notice of determination whether Englewood elects to arrange to have the work performed by a third party or requests Denver to perform the work. If Denver performs the Major ,,epair, Englewood shall reimburse Denver for associated cost!!. Cc.sts shall include direct labor, overhead (including administration, benefits, leaves and tools), materials, equipment and vehicles for all activities required to perfcrm the Major Repair. H a third party performs the Hajor Repair, the design and performance of the work shall be approved by Denver. After the Henderson Mine ceases operation the costs of any Major Rc~air shall be shared equally by Denver and Englewood . 5.3 Pa;rents bv Englewood to Denver . Englewood shall pay to Denver any o the cliarges or reimbursable costs required by this Agreeme nt within 45 days after Denver submits a monthly statement to Englewood. Englewood and Cyprus may inspect Denver's financial accou:its containing the data on which any statement for such • charges or reimbursable costs is based at any ti.me during normal business hours. 5 . 4 Payments by Cyprus to Englewood. While the Henderson Mine is in operation, Cyptus shall reimburse Englewood 551 of the costs paid by Englewood to Denver under Section 5. 3; however, Cyprus shall not be requ i red to reimburse Englewood for its payments to Denver under Section 3.3 . Cyprus shall pay Englewood within 45 days after Englewood subm i ts a monthly stataent. 5.5 Terminat ·on and Reduction of C Enqlewood. Cyprus' obligat i on to rei urse ng ewoo or o the costs incurred by Denver in operating, maintaining, repairing, or replacing the CMC System shall terminate when the Henderson Mine ceases operation, or if Cyprus elects in writing to permanently waive its right to receive water uncl1?r ~his Agrr.ement. Nevertheless, wi t h respect to any Major Repai.r, Cyp1.;!' m~:; in its sole discretion elec t to reimburse Englewood for only that portion of the benefit of the Major Repair tha will accrue to Cyprus during the operation of the Henderson Mine. In order to make such an election, Cyprus shall inform Englewood and Der.ver in writing of t he number of years that the be::i efit of the Major Repair will accrue to Cyprus , and sha ll des i gnate a date at the end of which period the Henderson Kine's operations shall cease for purposes of this Agreement . Cyprus' reimbursements to Englewood shall then be • determined by dividing the cost of the Major Repair by the number 13 • f years of the expected life of the Major Repair; mulliplyinq the esultinq quotient by the number of years remaining fo r the life of the Henderson Mine; and multiplying that product by 551. If C:fPrus elects to make a reduced reimbursement to Englewood for a Major Repair as provi ded in this Section, then the Henderson Mine shall be deemed under t his Agreement to cease its operations on the date des i gnated by Cypr us in its written notice. Cyprus' rights and obli gat i ons under this Agreement shall terminate on the elate des i gnated by Cyprus, and Denver's payment obligatiou to Cyprus unde r Section 5.8 shall apply. · 5 .6 Payments by Cyprus to Denver . Cyprus shall reimburse Den ver for any operati on, mai ntenance, minor or major repair coats spec i all y i.ncurred by Denver in the operation of its Williams Fork Sys t em f or the limi ted purpose of providing water to Cyprus under Art i c l e IV. Cypr us shall pay Denver wi thin 45 days after Denver submi ts a statement . 5. i Failu re t o Pay by Enalewood or Cyprus. Should Englewood fa il t o pay charges or rel.l!lOursable costs to Denver when due, De nv er s hall cease deliveries to Englewood until such charges are pa i d i n full. If Cyprus fails to pay Englewood under Section 5.4, then Eng l ewood shall notify Denve ~ and Denver shall not provide water under Section 4.2 to Cyprus until such charges are paid in fu ll . A 5.8 Denver's payments to Cyprus. After the Henderson Mine 'lllllll!eases operation, Denver shall pay to Cypru ~ the sum of $367,500.00 in t hen current United States money i n three equal installments, the f i rst of which shall be due within 21 days of receipt of wr i tten not i ce from Cyprus that the Henderson Mine has ceased operation under Article I I with the second and third installments to be pa i d on the f i rst and second anniversary dates of the first pa ym ent. Article VI De livery Red uctions 6.0 Delivery reduction . Denver's obligation to designate and ma ke deliveries to Englewood under Art i c l e III and provide water to Cypr us under Sect i on 4. 2 may be reduced in a manner pro,1 ided belo1o1. 6 .1 Deli ver v Failure. In the event de l i very of water to De nver from the CMC System 1s interrupted or reduced due to reasons other t ha n the lack of phys i cal supply, or Reg ulatory Actions under Section 6 . 2, such as structural failure of the CMC system or shutdown s for mai ntenance (collect i vely "Delivery Failure"), Den ver's obligat i on to delive,r any amounts designated will not be mod ifi ed if Denve r 's water r equirements are satisfied . Denver's .il.ter re qu irement s from t he CMC System will be considered satisfied W'en (al water that i s lawfu lly and physically available for 14 or bypassed becau,e of the lack of demand in Denver's service area; and (bl all water available for withdrawal from Meadow Creek Reser voir dur ing the same year i s either withdrawn or physically capable of being withdrawn by October 31st of that year. If Denver"s water requirements are not satisfied, the parties will work towards a mutually satisfactory arrangement to address sho rtages to Denver resulting from the Delivery Failure. If such an arrangement caMot be reached, then Denver's obligation to del iver the amour.t o f water designated the previous April 20 under Art icl e III will be reduced pursuant to Exhibit D. 6.2 Requlatorv Action. Denver's obligations to designate and deliver the amounts of water described in Article III and Sec~ion 4.2 are based on the fundamental premise that there will not be a Regu l atory Act ion whic h materially reduces the amount of water whic~ is lawfully divertable by the O!C System. 6. 2. l Lawfully Divertible Amount Defined. The lawfull.y divertibl e amount means the .ll!IOunt whicn is capable of being diverted over a representative peri od if the CMC System were operated at maximum capacity duri ng that period, subject, however, to the terms of those statutes, water court decrees and stipul ations, right-of-way limitations and conditions, agreement s, and adm ini stration wh.l.ch have been in effect through the date of this Agreement as reflected in Exhibit E . . 6.2 .2 Procedure i ~ the Event of a Regulator!; Action. If Denver believes. in its ~ole opinion, that a Regu atoryAction has occurred, Denver shall notify the other parties in writing, descr ibing the Regulatory Action. (If the Henderson Mine is in operat ion, Denver, Cyprus and Englewood shall be considered "parties". If the Henderson Mine i s not in operation, or if Cyprus t as waived its right to receive water under thi s Agreement, only Englewood and Denver shall be considered "parties") For a period of ninety days a ft er the de livery of such notice the parti es shall make a good faith a ttemp t to agree upon the terms of any reduction of deliveri es by Denver, recognizing t hat Cyp r us is entitled to the first yi eld attributable to the CMC System under the Denver Exchange as referred to in Exhibit E, up to 3,000 acre feet each year, free a nd cl~ar of any obligat ion to estimate and des ignate its annual requirement~ (subject, however, to Denver's "once-in- ten years" right to reduce the delivery ~o 2650 acre feet). If written agreement on Denver's reduction of deliveries has not been reached within 90 days, any party may demand that the amount of the deliveries be establ ished by binding arb itration . Wr itten notice of s uch delllilnd shall be delivered to the other parties an d shall nominate an independent and exoer i e nced water resources engineer co serve as an arbi trato ~. (An indepc r. i ent eng ineer i s one who has not performed ~~rvices for the nominator, as an emp l oyee or 15 •• • • •• • • performed services for the nominator, 11 an employee or consultant, for at least five years.) Each recipient of the notice shall, within 30 days after receipt of the notice, nominate in a writing delivered to the other parties, an independent and exper~enced water reso~rces engineer to serve as an arbitrator. The engineers so nominated shall, within 30 days of delivery of the last notice of nomination, nominate one (if Cyprus i s not a party) or two(if Cyprus is a party) add itional independent and experienced w~ter resources engineer(s ) to serve as an arbitrator on a Soard of either three or five members . A party who !ails to nominate · its arb itrator shall have waived its right to nominate the arb itrator. If the initially nominated arbitrators cannot unanimously agree among thc:mselves as to the additional arbi t rator (s), then that arbitrator(s) shall be selected by arbitration pursuant to the rules and procedures of the Judici al Arbiter Group, Denver, Colorado, or a similar body, such :,; the American Arbitrat i on Association, if the Judicial Arb i t .!: Group i s no longer i existence . The arbitrators sha : 1·each the i r dec i sion by ma j ority vote. The decision of the a~b itrators shall be final and binding upon he parties and shall not be subject to appeal. Eac h party sha l l bear i ts own costs for the arbitrator selected to represent that party. The parties further agree to shar e equall y in the cost of the additional independent arbitrator (s). An i ndependent arbitrator shall chair the arbi tration board and issue a report summarizing the findings dnd co nclusions of the arbitrator board. 6 .2.3 Determinations to be Made by the Arbitrators. The arb itrators shall, within 90 days following the appointment of the last arbitrator, establish the reduction, if any, of the amount of wate r which is lawfully divertible by the O(C System due to the Regulatory Action, by utilizing, if practical and feas i ble, the assumptions and procedures set forth in Exhibit E. After determining the reduction, the arbitration board shall establish Denver's adjusted designation and delivery obligations, (if any adjustment is determined to be made) of Bas i c and Paid Delive~ies, and water provided to Cyprus under Ar ticle IV. In establishing Denver's adjusted desiqnation and delivery obligations , the arbitration board shal'l utilize, to the extent practical , the assumptions and procedures set forth in Exhib i t E. The adjusted des i gnation and delivery amounts established by the arbitration board shall never exceed the designat i on and delivery amounts already established by this Agreeme nt . The arbitration board shall also recognize that Cypr us i s entitl ed to the first yield attributable to the CMC Sys t em under t he Denver Exchange referred to in Exhibit E, up to 3,000 acre feet each year, free and clear of any obligation to est ima te and des i gnate its annual requirements (sub j ect, however, to Denver's "once-in-ten years" right to reduce the 16 dr.livery to 2650 acre feet.) The arbitration board sh&ll make • ad justments in Denver's designation and delivery obligations to compensate for any over deliveries during the pendency of the arbitration process. 6.2.4 Adiustment Water While Henderson Kine is in Operation. Shou.1.d the parties or the arbitration board detennine to reduce Denver':; deliveries to En;lewood under Sect i on 3.2 to an amount which is less than 21,000 acre feet during any ten year period, including the cumulative effects of all prior reductions for Regulatory Actions, then Denver shall make a'ddi tional deliveries to Englewood (Adjustment Wate=I, as provided below . 6. 2. 4. l April Meetinq. Betw •~en April 1 and April 20 of every year, the parties will rneet to determine the amount of water diverted during th~ preceding twelve months by Cyprus a t the Henderson Kill that is attributab l e to water provided by Denv·er under Section 4.2 ("the April Meeting"). Denver and Cyprus must keep accounting records sufficiently adequate to determine the amount of water provided by Denver and used by Cyprus under Section 4. 2. Englewood shall have reasonable access to such records. 6. 2. 4 . 2 Use of Cyprus Water Rights. for the limited • purposes of this paragraph 6.2.4, Cyprus m..,y take water provided by l)enver under Section 4. 2 only after first diverting any available water under its Incidental Water Rights and its Ute Park Storage Right, if in priority, recogniz ing t hat Cyprus is nonetheless entitled to the first yield attrib1 :able to the CMC System under the "Denver Exchange" as referred to in Exhibit E, up to 3,000 acre feet each year, free and clear of any obligation to estimate and designate .its annual requirements. Such water shall be provided under the means desc=ibed in Section 4.3. 6 .2 .4 .3 Adjustment Water. The difference between 3,000 acre-f eet and the amount of water diverted at the Henderson Mill pursuant to Denver's deliveries to Cyprus un der Sect:on 4 .2 during the preceding Water Year will be determined at the Apr il Meeting. If such a difference is 200 acre-feet or less, no further adjustments will be made. If s uch a difference is more than 200 acre-feet, Denver will designate an additional amount of water ("Adjustmer.t Water") for delivery to Englewood as follows ,: A. The Adju stment Water will be one-half of the diffe=ence between 3,000 acre-feet and the amount diverted by Cyprus at the Henderson Mill under 17 • •• • B. c. Section 4.2. The Adjustment Water will be delivered over the next five Water Years in such annual amounts as Denver may designate. For purposes of delivery under this subparagraph a "year" means Kay l through Apri l 30. The first "year" will be that period which commences on Kay l following the peri od of April l -March 31 for which the Atijustment Water was 'determined . Denver will designate by Apri l 20 of each year the portion of the Adjustment Wate r to be delivered during the f ollowing year. Such amounts are in addition to Denver's reduced delivery obligations to Englewood pursuant to Section 3.2. The amount of Adjustment Water designated for each ye ar will be delivered i n accordance with the delivery procedur es set out in Exhibit A. Denver's designation and delivery to Englewood of the Adjustment Water shall be limited to a maximum annual amou nt of 2,500 acre-feet, unless Englewood in its sole discretion, agrees to take delivery of an amount exceeding 2,500 acre-feet. Any amount of Adjustment Water which cannot be designated and delivered due to the annual limit of 2,500 acre- feet shall be carried over to the following year or years . D. An y amount of Adjustment Water designated by Denver but for which delivery is not taken by April 30 of the follow ing year is forfeited by Englewood. 6.2 .5 Reversal of Regulatory Action. In the event the Regulator y Action is reversea o r set aside, or is mitigated by the abandonm ent by Public Service Co. of Colorado or its succ1?ssor of the 1902 Shoshone call (unless purchased by Denv,r, in which case Section 7.4 applies), the parties shall be t esto red to their original positions relative to their obli9 at ions and benefits before the Regulatory Action took p lace. Artic l e VII Water Rights 7.1 cabin -Meadow Creek Water Rights. Den ver shall, under !ts sole discretion , operate the CMC System and derive all the yi e ld f r om the CMC Water Rights, consistent with the provisions of th is Agreeme nr:. A 7.2 Den v er's Water Rights . Denver may divert under its Cabin WMeadow Creek wa t e r rights decreed in C.A. 1430, (descr i bed .in that 18 decree as the Moffat Tunne l Collection System) and divert by exchan ge, provided that Denver shall divert for beneficial use during any ten consecutive years a minimum of 26,600 acre feet of water un der ~he CMC Wate r Ri ghts subject to legal, regulatory or phy s i cal ava ilability . 7.3 Decree in Case W-7 50-78. Englewood, Cyprus, and Denver agree that the terms ot tnis Agreement are consistent with the final dec ree entered by the Water Cou rt for Water Division No. 5 in Case No . w-750-7 8. 7. 4 Enhanced Yi e ld. If any increase in yield of the CMC · System , attribut able to water rights decreed in w-750-78 or C.A. 1430, is derived thro ugh t he acquisition of senior conflicting rights on t he tributaries intercepted by the CMC System, Englewood may part i c:.pate , up to 251, in the cost of such acquisition and receive a proportionate s hare of the i ncreased yield. Denver is en titl ed to a ll increased yi e ld derived by the acquisition of senior conf·icting water r ;hts in wh i ch En glewood does not pa rticipate , a nd all increased yield cleriveei by othe r means including: winteri zing, exch ange , replacement or diversions under Denver's water rights decreed in C.A. 1430. 7.5 Case No . W-8456-76. Notwithstanding paragraph 3.3.5, whenever Den ver desires, but no less frequently than once every 10 •• years, Den ver shall release CMC water from Gross or Ralston • Reservoir for En g l ewood to exerci se the xchange decreed in Case W- 8456-76, up to 95 cfs. To the extent Denver operates this exchange for Englewood the amount of Paid Deliveri es designated by Denver s ha ll be corres pondingl y reduced. For any CMC water released from Gross or Ra l s ton Reservo i r for operation of this exchange for Eng l ewood, Eng l ewood shall !:lake payments pursuant to paragraph 3.3.2. Any reduction of yield from W-8456-76 which may result from restr ictions on ~p eration of thi s exchange shall not constitute a Regulator y Acu:m , and shall not be a basis for reduction of deliveri es to Englewood, a breach of this A~reement by Denver or c l aim of inj ury by Eng l ewood. Nothing in this Section shall override or alter the provisions of Section 3.4 or Exhib it A. 7.6 Cypr us water right s . 7 .6.l. Incidental and Ute Park Storage Rights. While t he Hend ers on Mi ne is in op eration , Cyprus shall use its Inc idental Wat e r Rig ht s and the Ute Park Storage Right exc lusive l y a t the Henderson Mill. Any subsequent use, change of use, or t ransfer of the conditional portion of the Ute Park Storage Right (3,900 acre feet) for uses other than those associated with the Hen de r s on Mi ll can only be made with Den ve r 's permission, which may be granted in Denve r 's sole disc r e t ion. Th is r est ri ct ion shal l ·expi r e when the Henderson Mine ceas es operation. Whe n the Henderson ~line ceases • oper ation Cypru s sha ll have no interest in the water rights 19 •• • • decreed in Case No. W-750-78, Koreov ·er, regardless of whether or not the He nderson Kine has ceased operation, Cyprus shall not claim historic use credit for the Ute Park Storage Right that is attributable to water provided under Section 4.2 or the 1969 Modification. 7.6.2 Right of Fi rst Refusal. Cyprus grants to Denver a first r i ght of refusal to pur.chase all or a portion of Cypr us' Incidental Water Rights and Skylark Water Rights under the same terms and conditions set forth in any bona fide offer made or received by Cyprus concerning sale of these water rights. After Cyprus notifies Denver i n writing of a purchase offer or i ts intent to sell, Denver shall have sixty (60) calendar days in which to exercise its option to purchase these water rights. Upon exp i ration of the sixt (60) day calencar period, Cyprus may sell in accordanc with the origina l bona fide offer that portion eof its water rights whic :i was no t purchased by Denver, if any. Cyprus must compl ete the sale within one hundred twenty (120) days after the exp i rat i on of the 60 day first refusal period. If the sale i s not completed within that period, Cyprus shall once aga in comp ly with the provisions of this paragraph before selling the In,::idental Water Rights and/or Skylark Water Rig hts. 7. 6. 3 Conve~ance to Denver. After the Henderson Mine ceases operauonsyprus shall convey to Denver by bargain and sale deed its title to all rights and interests, tar.gible and intangi ble, real and personal, possessory and usufructuary wh i c:i Cypr u s may have to the CMC System and the water produced there from. In exchange for this conveyance, Denver shall make the payments described in Section 5.8. 7.7 Particioation in Water Rights Cases. 7.7 .l Cvprus Water Ri ghts Cases. Within 20 days of the dismi ssal of 93CV55B5, Englewood shall file a motion to wi thdraw its statement of opposition to Cyprus' ch,:.nge of water rights app lications in Case Nos. 92CW233 and 92CW336 (Water Div i sion No. 5). Eng l ewood shall not file a statement of opposition to, nor mo ve to intervene in, any future change of water right app lications involving Cyprus' Skylark Ranch water rights, wh ic:i are described in Ex hibit F. Englewood shall not file ~ statement of opposition to, nor move to intervene in, ~ny fu ture app lication by Cyprus to make the Henderson Mill tail ing pond and Horsesho e Reservoir additional places of stor a ge for the He nd erson Mine System Water Right decreed in Case No. w-528; provided, however, that 1) the application and dec r ee shal l be consistent wi th paragraph 7 .6.1; 11) Cyprus wi ll timely provide Englewood with copies of al l pleadings 20 filed in this case and any proposed decrees; and iii) the application shall not seek to adjudicate exchanges up the Co l orado Ri ver and its tributari es to the CMC System, or up the South Pl atte River f r om its confluence with Clear Creek to po ints above the confluence. Englewood may intervene in the case, and Cyprus will not oppose such intervention, if any party asserts that diver sions of water pursuant to the W-528 decree constitute histori c use under the W-750-78 decree or if the proposed decrees or appl i cations are ineon!istent with this paragraph. In the event that Englewood do~s intervene, Englewood's involvement i n the case shall be limited solely to t he i ssue of whether diversions of water pursuant to the W-528 decree constitute histori c use under the W-750-78 decree or t o ass ure conformi ty with this paragraph . 7 . 7. 2 Diligence ADo lica t ions . Englewood shall no t oppose any dili gence app l i cations for Denver's e xisting c:i ndi tiona l water rights. Denver shall not oppose any d ilige nce app lications f or Eng l ewood's existing condi tional wa t e r rights . Not hi ng here in s ha ll preclude either party from con t est ing a claim or app lication to make any porti on abso l ute . Art i c l e VIII Miscel!arieoiis'"'Provis i ons •• 8.1 Previous Agreements. This Agreement supersedes the 1964 • WatE r Exc ha nge Agreeme nt, the 1969 Modification, the September 25 , 19 69 Ag r eemen t and September 26 , 1969 amen dm ent between Englewood and Cypru s i n their entirety . 8.2 No o roo ert y rights or servitude . Nothing i n this Ag r eement shall be construed as granting or creating any property r ight or servi t ude whatsoever on any of Denver's water rights or anv o f Denver's fac ilit i es, no matter where located in Denver's wa te r work s s ys tem , e xcept for the encumbrances on the CMC System as estab l i s hed b y deed . The forego i ng sentence shall not impair the rig~ts o f any party to spec ific perf ormance of this Agreement . 8. 3 No Ooe ra t i ng Obliqat i on. Noth i ng i n this Agreemen t sha ll be deemed or construed as creati ng any obligati on on Denve r to ope rat e it s raw or treat ed waterw or ks system in any particular manner so l on y as De nv er comp li es wi t h the terms of this Agreement . Denve r r eta i ns sole and exc l us i ve discretion concerning the ope r a tion of the CMC System and any other sources of water made avail abl e f or del i very to Eng l ewood under this Agreement. 8 . 4 owners hio of CMC System. Eng l ewood shall convey to Cypr us an d Den ve r by bargain and sale deeds und i vi ded interests to t he CM C Sy s t e m as described in fo rm and s ub s t ance i n the attached Ex hi b i t G . Cypr us or Denve r sha ll not record t he deeds or t his Agreeme nt un l ess there is a d i s pu te wh i ch e i ther Cyprus or Denver • 21 • in good faith believes necessitates recording; however, delivery and acceptance of title are not conditioned on the recording of the deeds. Delivery or i-ecording of the deeds shall not terminate, merge, curtail or in any way restrict the ~ffect of or terms of this Agreement. Englewood is not obligated to have or convey merchantable t i tle to the property described in the deeds, and the property will be conv~yed without warranty of title or physical condition or of merchantability or of fitness for any particular purpose. Denver and Cyprus will t ake the property •as is.• However, to assis t the parties in ascertaining the ownership of the land encompassed by and adjacent to the reservoir and traversed by and adjacent to the conduit and diversion structures, Eng lewood will obtain from a title insurance compz..1y either 11n owner's title insurance policy or commitment, or an ownership and encumbrance report, which ll gives the apparent own ership of such surrounding (and underlying) property, and 2) ident fies any property i n addit i on to, and contiguous to, that encompas sed within the Bell Survey, which was acqu i red by any of the parties and rema i ns owned of record by any of the parties ("Additional Proper ty") . If Addit i onal Property is discovered by the title insurance company, it will be made the subject of prompt conveyances amon g the parties, by bargain and s ale deeds, so that owne rship of the Add i tional Property is held in the same a;;roportions as u.e established by the deeds above described. The 9'c;onveyances shall be in the same form and substance as used for the . deeds above descr i bed, except for the variance in the leqal description . (The interest o f Cyprus in any such Additional Property sha ll be conveyed to Denver along with the b&lance of the property, pursuant to Sect i on 5.8'. without additional payment.) The fees of the title insurance company for the policy, co~m itment, or ownership and encumbrance report shall be shared equa lly by the parties. Englewood shall reasonably determine, after consultation with the other parties, the form of document to be obtained from the title insurance company, depending on practicality and cost . The initial deeds shall be delivered no later than 30 days after the l atest of approval of this Agreement by the Court and its approv a l by any necessary action of the ;overning bodies of the var iou s parties. 8.5 Unity of Action. If any party reasonably believes that an action, event or occurrence co uld cause a reduction of yield of the CMC System under Sec tion 6 .2 or affect th~ integrity o~ the CMC Sys ~em , that party shall notify the other parties. The parties an ticipat e three types of action that could affect the yield of the ~c system or imp act the i ntegr ity of the system: namely, Water W'urt action, Regulatory Action or physical trespass. 22 8.5 .l Wa t er Court action. In event of a •ater Court 111 •tion the parties s hall in good faith meet and diacuaa the pote:i tial detrimental effect of the proposed Nater Court ac tion on the CMC System and ita yield. The parties 1ball deta rm i ne whe t her to jointly participate in the action. There is . howeve ::, no requi rement for any party to intervene in or C•';';.,;a e the Water Court action. Any party that chooses not ta p ,,u::.c i pate in an acti on shall not be in breach of this Agr eement but Section 6.2 may apply as a res~lt of the order o:c decree. Any party who does part'icipate may settle and auch sett lement shall not constitute a breach of this Agreement, but Section 6 .2 may apply as a result of the settlement. (The provi s i ons o f Secti on 6 .2 shall apply if a Nater Cuurt action re~ults in an reduction of the yie~d of the CHC System even if a pai:t:t sti pulat es t o or does not appeal the Nater Court's de te=mi na tion .) Th i s Sect i on also applies to a State Nater of ::icia l ' s dec i s i on or adlr.inistr ation which is impleme nted and wo uld cause a reduction to the O!C System yield. Water Court ac tion a l s o i ncludes any action concerning the Bl ue Ri ver Oe~r ee , Civil Act i on Nos . 2782, 5016 and 5017, U.S. Distri ct Co ur:. Denv er or. Englewood shall not be in breach of this Ag re tm ent if t hey make d i vergent arg1wents in Case No. 9SCW065 Water Divis i on No. 5, bu t Section 6 .2 may appl~•. A change from the 1992 tabulat i on shall not be considered il~lemented unt il the wa t ?r official curtails the CHC Water Ri.ghts as a result of the change. 8.5.2 ~e~ory Action. In event of a proposed Reg ul a t ory Action •.Jr commencement of litigation that may res ult in a Regulat1Jr:,-Act i on , other than Water Court or State Water o f fic i als' pr.oposed at•tion, no party shall have the authority to enter into any agreeme nt, decree or stipulation that adversely affP.cts the CMC System or its yield without the ex pres s wr itten consent of the other parties. The parties s ha ll unan imo us l :t oppose any proposed adverse or possible ad verse regulato r y action which could trigger the provi sions of sect i on 6.?.. Any settlement of a proposed aQverse dete rmi nation in a Reg ul atory Action shall be unan imous. If any part y unilaterally consents to such an adverse dete rmi nat i on , that part y shall bear the entire effect res ulti n~ from the adverse determination , and shall hold the other p arti es ha1-m~ess from the determi nation, in add i t i on to being subjec t to wha t ever other legal remedies are available to th e other part i es . 8 . S . 3 Phys i cal Tresoass, Liens and Encumbrances . In e ~ent of an un authori zer e ntry upon the physical property or right o f wa y withi n the CMC System, the parties shall in good fa ith asses s the i mpact of t he entry upon the CMC System and the a ppropri a t e means to e f fect a reme dy. Any party a t its own c os t , ho we ver, can i ns t i tute an action to enforce the e j ection o f the t r espass er o r to ma i nt ain t he i ntegr i ty c i the 23 •• • • •• CMC System. Since the CMC System is jointly owned, the parties will not contest their joinder in an eviction or other action against the offender. If Denver prosecutes the action under its obligati on to operate and maintain the CMr System, any costs incurred shall be reimbursed under Section 6.2. If &ny party causes a lien or encumbrance to be placed upon the CMC System, that party shall take appropriate action to remove the lien or encumbrance. 8.6 Water Quality. The quality-of water delivered by Denver to Englewood under Article III or provided to Cyprus u,nder Article IV, or produced by the CMC System, is on an "as is" basis only, with no warranty expressed or implied. Then is no warrut:r tllat the water will be fit for any particular pupo ■e. tn;lewood, Denver and Cyprus waive any claims they may have a;ainst each other ari sing from the qua l ity of the water. No party shall have any treatment responsibil i ty for an,, water delivered or prcvided under t h is Ag eement. 8 .7 Severability . If any provision of this Agreement shall prove to be illegal, invalid, unenforceable or impossible of performance, the remainder of this Agreement shall not be affected thereby and in lieu of each such provision of thi s Agreement, there sha l be added as part of this Agreement a provision which is legal , valid, enforceable and capable of perforlllallce and which is • as similar in terms, content and effect as possible to the provision tr,,t is illegal, invalid, unenforceable ~r impossible of performance. 8. 8 Successors and Assi,?is. Thill Agreement or any of the rights and obligations created ereunder shall not be assiqnallle by any of the parties hereto except upon the express approval of the othu parties signified with the same formality as by the execution of these presents, which approval shall not be unreasonably wi t hh eld ; provided however, that sales or leases by Denver or Eng l ewood of the water provided to them under this Agreement shall not be deemed to be an assignment. The following agreements do not constitute assignments for purposes of this Section 8. 0·: the Water Lease and Management Agreement dated August 3, 1977 between Eng ewood and the City of Thornton; the February 24, 1986 Water Ag r eement and Assignment between the City of Thornton and Mission Vie j o Company; the March 31, 1986 Agreement and Assent to Ass i gnment between Englewood and Mission Viejo Company; the November 3, 1980 Water Supply Agreement between Englewood and Mission Viejo company; the December 27, 1988 Quitclaim Deed, Assignment and Bill of Sale between Mission Viejo Company and Highlands Ranch Development Corp.; the December 27, 1988 Special warranty need, A3s i gnment and Bill of Sale between Highlands Ranch Developmen t Cn;F . and Centennial Water and Sanitation District. • 8.9 Bindino effect.· The provisions of this Agreement are bind ing upon and shall inure to the benefit and burden of the 24 parties' successors and assiqns. 8.10 Non Wa i ver Clause. This Aqreement may not be amended nor any rights hereunoer waived except by an instrument in writing signed by the parties to be charged with such amendment or waiver. The waiver by any party of any term or condition of this Agreement shall not be deemed to constitute a continuing waiver thereo.t, 11or of any additional right that such party may hold under this Agree ment . 8 .11 Headinq Clause . The article, section, paragraph and subparagraph neaaings of this Aqreement are in1erted for convenience and reference only and shall not alter, define, or be used in construing the text of the articles, sections, paragraphs or subparagraphs . 8 .12 Colorado Law. This Agreement shall be construed under Colorado law. 8 .13 Integration. This Agreement constitutes the entire agree.ment between the parties. It supersedes any prior agreements or understandings betwe n the parties. 8.14 Survival. The provisions of this Agreement shall survi ve ar.y transfer of title to the CMC System. •• 8.15 Effective date of deliveries. The effective date of • delivery obligations under this Agreement is May 1, 1996. 8 .16 Dismissal and Waiver of Claims. The parties shall promptly dismiss with preJudice aII claims and counterclailla raised or which could have been raised in Case No. 93CV5585, Denver District Court, except any claims of Englewood concerning diligence on the conditional portion of the water rights decreed in Case No. W-8 456-76, District Court Water Division No. 1. All parties shall wa ive all claims they may have against each other, whether know ·, or unknown, asserted or not asserted, arising out of acts or omissions concern i ng the 1969 Modification or 1964 Basic Agreement or De nv er's operations of the on or before the execution of this Agreement. All parties shall bear their own costs and fees. 8 .17 Default . In the event any party is in material d fault or fails to7ceepor perform any obligat i ons on its part to be kept and performed according to tt,e terms and provisions of this Agreement, and any other party gives the defaul~ing party written not i ce specifying the particular default oc defaults, the defa ulting party shall have thirty (3 0) calendar days ~n which to cure such default or defaults , or institute action reasonably calculated to cu r e such default(s ). Due to the uniqueness of the sub j ect matter of this Agreement; the inadequacy of legal remedies; the extreme diffi culty which may be experienced in calculating • damages; and the impossibility of returning th~ parties to the 25 •• • condit i ons that existed at the time of this Aqre•ent, the non- defaulting party(iesl shall have the right to specific performance as a remedy. Waiver or failure to give notice of a particular default or defaults under this section shall not be construed as condon ing any cont inuing or subsequent default. 8 .1 8 Term. This Agreement is perpetual, except for the provisions cciiicern i ng Cyprus which shall terminate when the Henderso n Mine ceases operation under Article II. ATTEST : Secretar y APPROVE D: Planning Div1 s1on APPROVE D: Legal D1vi s1on ATTEST: City cler· ATTEST : Secretar y CITY Alm C00IITY or DIIIYD acting by and through its ll0alU) or WA'fD CCNIISIICRDS By: "'P'=r-=-e-=-,.,..1d:re-=-ncct:::------'---- REGISTERED AND COUNTERSIGNED Donald J. Mares, Auditor CITY OF ENGLEWOOD, COLORADO By : "R,..a_y_o_r __________ _ CYRUS CLIHU METALS COMPANY By : __________ _ • 26 STAT£ OF COLORADO IS, CITY ANO COUN TY OF DENVER The forego ing inatrum~nt waa acknowledged before me thia day of ____ , 1995, b·( .,...,..,...-r--.--,.~ aa President, ""iiia _______ as Sec:<:et11ry of the Board of Nater Commissioners. Witness my hand and official s eal . My comm i s s ion expires ______ _ STAT£ OF COLORADO COUNTY OF ARAPAHO£ ss . Notary Public The f oregoi ng i nstrument was acknowledged before me t h is da y o f ____ , 1995, by ,-,:=--,..,..,,.,.,....,,..,...""' aa Mayor, ""iiia _______ as City Clerk of the City of Englewood . Witness my hand and offici al seal. My commission expires ______ _ Notary Public STATE OF _____ _ ss . CO UNTY OF ____ _ Th e f orego ing i nstrumen t was acknowledged before me this da y of ------,• 1995,, by ::-r-=,=-:-..,....,.....-as 'Pres i de nt, ""iiia _______ as Secretary of Cyprus Climax M~tals . Wi t ne ss my han d and off i c i al sea l . My commi s sion expi res No tary Pub lic 27 • • • • &Xllmlff C. T.xaJDPl .. of l)enver' 11 D .. 19D&tion aDd Delivery 1.)bl19at1ons to Englewood D. curtail.JUnt Scb&dl.lle E. ~e;ulatorY Action r. Skylark ~,u,cb Weter lUght• G • &argain and Sal• Peeds • G-1. cypru• • EXHIBIT A DELIVERY PROCEDURES FOil WATER DELIVJ:IIED TO EN GLEWOOD PURSUANT TO 81:CTiotll 3.2 AND 3.3 OF THE SETTLEMENT AGREEMENT l . Notice for Change in Delivery Rate 2 . a . Englewood shall give Denve r 48 hours' notice for start i ng delivery or changing rate of delivery. Exception: If the High Line Canal is shut off without prior notice to Englewood (such as High Line called out of pr i ority), a 48-hour notice to cease High Line Canal deliveries to Englewood shall not be required. b. Reque s t s for delivery start-up or changes in rate of del ivery wi ll be made or accomplished only durir.g norma l busi ness hours. c. Eng lewood cannot require more than one change p,!r week in High Line Canal delivery rate unless all del ~veries are s t opped because the Canal is shut off or McLellan Res ervoir fi lls. Mi nimum a nd Maximum Delivery Rates in CFS The followi ng rates apply to the combined total of Basic Del iveries (Secti on 3.2) and Paid Deliveries (Section 3.3). Deliveries in units of whole cfs-days only. Maximum Total Maximum T?t.al of of All Muimwn Hi gh ChatfJ.eld and Oeli v ei:ies Line Delivery Strontia Springs Oates (cfs ) (ch) Deliveries (ch l Apr il 15 -June 30 100 60 40 Ju 'ly 01 -October 15 BO 60 40 o ,;tober 16 -Apr il 14 50 0 50 n :\B1 tu\txhbt.A.doc: •• • • • • • 3 • 4 . Maximum Change in Delivery Rates 2er Day a. 60 ch for Hi9h Lina deliveriftB b. 25 ch for all Chatfield and Strontia Sprin9s deliveries combined c . 60 cfs for all deliveries (High Line, Chatfield, and Stront i a Springs deliveries combined) Temeorary Changes in Delivery Re!l!!irements Upon mutual agreement between Englewood and Denver, the requirements in paragraphs 1, 2 and 3 above may be temporarily changed in response to current water supply conditions or other emergency conditions. Such agreement may be verbal , but shall be confirmed in writing by the part y request i ng the chan ge. 5 . Hig h Li ne Ca n al a . Afte r a period of non-usage, Denver has right to run the Hi gh Li ne Canal up to 48 hours before starting del ive ri es to Englewood . b. No ~e liveries will be made to Englewood in the High Line Ca na l unless wate r already being delivered under High Line 1879 right. c . Denver and Englewood recognize that the High Line may at times require maintenance or repair work and not be available for use . When the High Line is anticipated to b e unavailable, Denver will p r.ovide Englewood with as much advance notice ·as is reasonably possible. d. The mi nimum delivery rate for Englewood in the Hi gh Line Canal is 5 c.f.s. 6 . Mon thly Plan By the 2 5th o f every month, Eng).ewood is to provide their bes t possibl e estimates of montl\ly deliveries of both Basic and Paid De l iveries for the r.~maining months of the delivery yea r . These est i mates include all deliveries to leases a nd a s s igns. Es tirna t es are not binding, but are provided so that Den ve r may bett er plan for operations of its mun i c i p al water syst em . n: \Ba tu\Wt>tA ....2 7 . Lia,itatlons of Basic Deliveries Water En •1lewood shall take delivery of no more than 2/3 of the yearly designated amount of Basic Deliveries during the per i od May l through August 31 of each Wa ~er Year. 8 . Contact Persons a. Reques t s for startup of delivery or change in delivery rate sha l l be directed telephonically to the Raw Wat ~r Supply section of Denver Water (628-6510). b . Englewo od will schedule a.,d communicate to Denver all del i ver y requirements including deliveries to its lessees and co11 tract users of water delivered by Den ve r . 9. Co nv ert i ng fcom CFS-Days to Acre-Feet For purpo ses of comput i ng volume of water delivered, 1 CFS -Day shall be co ns i dered equal to 2 acre-feet . 10 . Del ive r y and Diversion Points a . Hi gh Line Deliveries : High Line deliveries will be mea sured at the gage adjacent to Platte Canyon Reservo ir and deliver ed to the Dad Clark Gulch turn-out on the High Line !or storage in McLellan Reservoir . Del iveries to Dad Cl ark Gulch will be reduced by 16% for carri age l osses between the High Line gage and the t urn-out. Such del i ver i es will be measured at the gage on Da d Clark Gulch between the High Line and McLellan Res ervoi r . Eng l ewood wi ll be responsible for ma i nta i ni ng the accuracy of the Dad Clark gage. b . Noth i ng i n thi s agreement creates any obligation for De nver to deliver Basic Del i veries, Paid Deliveries, or an y ·othe r water in the High Line Canal f or the benefi t of En g lewo od. Englewood's rights to use the High Li ne Can al f or the delivery of Basic and Paid DeHveries prov ided under the Settlement Agreement, and any other wate r s, is the subject of a separate agreement between Englewood and Denver executed contemporaneousl y herewith . Stro n ti a Springs or Chatfiel~ Reservoir Deliveries wi ll be made to one or mo re of t.ae follow i ng : -· •• • • • • Delivery Point Me~•ur ... nt Point Divertion Point City Ditch Hudgate City Ditch 9•9• Nct.ellon lle ■arvoir or En9lewoocl' • Allen ••tor TreotMnt Plant Nevada Ditch Havada Ditch 9•9• Laa t Chance 9•9• Chotfiold outflow 9•9• or Strontia Sprin91 outflow 9a9~, re ■pec­ tively Propo ■ed Kievit Reaervoir Propoaed KieMit Re ■ervoir La ■t Chance Ditch Chatfield or Strontia Sprin9s outlet, to South Platte River -Union Avenue Intake -En1or well field -Propooed DOIi well field 12 . -Mclrooa Ditch (by uchan9e on lear Creek flow) -McLellan Re ■er voir (by oxchango on Dad Clark flow) Other deliveries from Chal fi eld or Strontia Springs will be made upon written approval by Denver . Nothing in this Settlement Agreement shall prejudice or otherwise be construed as either Denver or Englewood's agreement, acquiescence, or approval concerning the propriety of using the City Ditch, Nevada Ditch, Last Chance Ditch, or Kiewit Reservo ir facilities for the conveyance or storage of water delivered hereunder. The parties expressly r eserve whatever opposition or challenges eac,. may make con~erning the propriety of such uses . Provisions for Unforeseen Circumstances Denver agrees t o use every reasonable means to furnish a supply of water consistent wi th these delivery procedures set forth in this Exhibit. No liability, however, shall attach to Denver for failure to make any required delivery to Englewood if the failure results from one or more of the following occurrences on the eastern slop~ of the Continent al Divide which is beyoond the re11sonable control of Denver: failure or inoperability of any dam, conduit, ditch, headgate, valve, or any other storage or delivery facility; or non-deliverability resul t ing from tP.rroris~, act of war, vandalism or malicious mi$Chief; strike or other labor disturbance; power outage; or windstorm, fl~od, earthquake; provided howevir, t hat Denver shall p~r~eed with all reasonable diligence to repair any Denver faci , ty whl.ch is the cause of the failure of delivery, and recomrr ,,mce del ivery; and provided that Denver and Englewood shall cooperate in seeking promptly to establish any practical • alternative means of d~livery while the cause of the failure remains uncorrected. Notwithstanding paragraphs 3.2.4 and 3.3.3 Denver will make reasonable efforts to replace the loss of delivery at a practical later date. • n:\Blt u \Cal.1-ctA • • BASIN South Platte 8111 Cr11k .. Colorado River • 1:W1 h_a.wp EXHIBIT B REUSABLE SOURCES RIGHT J CASE NUMll!R ... BHry Ditch W-713'-74 Fuur Mlle Oilctt IOCW313 Brown Ditch 119CW014 Nevada Ditch 111cw1n Lat Chance Ollch No. 2 112CW014 Pioneer-Union Ditch 81CW100 Hodgson Ditch 81CW102 Harriman Ditch 81CW103 !tobert Lewis Ditch 111CW105 Simonton Ditch 11cw1oe Warrior Ditch 81CW109 Blue River Dlvol"lion Projlct W-1805 W-180II W-2712 W-50,11 W-5017 Moffat Tunnel Colection CA.-1430 System and Oaring CrHk Extension of the Wi llams FOfk Diversion Project Fraser River and Wi llia ms Fork C.A.-e57 Oive.slon Projects Homilton-Cabin C<Hk Ditch , C.A .-e57 Extension Ind Enlargement of the H1"1i ft on CrHk Ditch , t-!.1adow Creek RHINoir NOTE Denv1(1 un of efflu1nt from thno sources ii subject to Iha Court·• ruing in 81CW405 . Denv1(1 1111 of affluent from thno IOUl'Cel la IUbjocl to the provilionl of 1h11 Settlement Agraemant . Exhibit C E>..lmple ■ of Dea,..r', Duipatioa and Delivery Obli1ationa to Englewood While the Henderson Mine i1 In Operation (3 .2.1) .ldiw:ill 2,700 a.f,/yr . maximum 2,600 a.f./2 yr . minimum 23 ,200 a.f./10 yr. minimum Appljcatjon of Crjterja Draf\ 12/16194 Rmaed7/11/95 To allow for compliance with the above -slated criteria, the following minimum amounts must cumulatively be designated during the number of conaecutive years u indicated. Number of Consecutive Yw ·ll I 2 3 4 5 6 7 8 9 10 Minimum Amount which Cumulatively Mut be Peaignated Cacrn-feet> 0 l800 4300 7000 9700 12400 15100 17800 20600 23200 Non-Excluejve Examples oCD,ajmatjon fiegujrements /acre -feel\ Year Exa I 2700 2 2700 3 2700 4 2700 6 2700 6 2700 7 2700 8 2700 9 ~700 10 0 I II 2600 a:\&Let \ExbbtC.doc •• • • •• • • a. 1. 2. 3. 4. 5. 6. Examples 1 through Ii ■-ume the maximum or 2,700 a.£. bu been deai111ated lor the 9 years prior to year 1. Eumplea 1 tbrvugb 6 do not reflect the period immediately subsequent to the effectlw date or thil agreement linc:e they diaregard paragraph 3.2.1, which requires that it be aaaumed t.bat Denver deaignated 2,500 a.£. during each or I.he nine Water Yeara preceding I.he Water Year Denver first designates water. Example 6 ■-ume1 2,500 a.r. bu been deaignated each or the nine Water Year■ preceding year l and u 1uch ii conailtent with the requiremenla of paragraph 3.2 .1. In example 1, I.he minimum that can be designated in year 11 ii 2,600 a.£. lo comply with 2,600 a.£./2 yr . criterion over year■ 10 and 11 . The 10 year total (year■ 2-11) ii 24 ,300 a.£. which satisfies 23,200 a.£. requirement. The 2,600 a.f./2 yr . criterion would allow a minimum oro a.£. lo be deaignated in year 4. However, to aatisfy the 10 year requirement of23,200 a.£., a minimum or 4,300 a.£. ml18t be design11t..d over any 3 consecutive year■, meaning that at leut 1,700 a.f. ml18t be deaignated in year 4. The 2,600 a.f./2 yr. criterion would allow a minimum or 900 a.£. to be designated in year 5. However, to aatisry the 10 year requirement of 23,200 a.£., a minimum of 7,000 a.£. must be designated over any 4 consecutive year■, meaning I.hat at leut 2,700 a.£. must be des ignated in year 5 (and for the remaining 6 year■) .. The 2,600 a.f./2 yr. criterion would allow a minimum or600 a.£. lo be designated in year 7. However, to satisry the 10 year requirement of 23,200 a.£., a minimum or 12,400 a.£. must be designated over any 6 consecutive year■, meaning that at leut 2,400 a.£. must be de signated in year 7. The 2,600 a.£./2 yr. criterion would allow a minimum oUOO a.£. to be deaignated in year 8. However, to satiary the 10 year ref\uirement 0£23 ,200 a.£., a minimum of 15,100 a.£. ml18t be designated over any 7 consecutive year■, meaning that 2,700 a.£. must be designated in year 8 (and the following 3 year■). The 2,600 a.f./2 yr . criterion would allow a minimum of 100 a.f. lo be designated in year 2. However, to aatiafy the 10 year requirement of28,200 aJ., a minimum of 700 a.£. ml18t be designated in year 2. Arter the Henderson Mine Ceases Operation (3.2.2.) ~ 3,200 a.£./yr. maximum 1,500 a.f./yr . minimum 4,100 a.£./2 yr . minimum 26 ,600 a.£./10 yr. minimum Apoljcation of Criteria To al)o.,) for compliance with the above-staled criteria, I.he following minimum amounts must be cumulatively designated during I.he number of consecutive years u indicated . a:\Bat..\EdlE.doc P ... 2 Number of Q,naec utivo Yaara 1 2 a 4 5 6 7 8 9 10 Millimum Amount which Cumulatively MY1t ht Pt•in•ted CIA't•fntl 1600 4100 5600 8200 10600 18800 17000 20200 23400 26600 Non-Exclusive ExampJ•• or P,aignatjon Bmmiremont■ '■qe•fnt> Year Eumele 1 Eumele2 EuQ1ele3 E!!!!!9ele4 E!!!!!9Ele 5 , E!!!!llele 6 Eumele 7 I 2 3 4 5 6 7 8 9 10 II a, 1. 2, 3, 4, 3200 32C'J 3200 8200 8200 8200 , 2930• 3200 1500 1500 1500 1500 2150 1500 3200 26002 2600 2600 2600 2150 2600 8200 1500 15003 1500 1500 2150 19901 8200 2600 2600, !600 2ln0 3200 2400 MOO& rroo, 8200 8200 2500 8200 8200 15001 2600 Examples 1 through 6 auume the maximum of 3,200 a.C. hu been dui111&ted for the 9 yeara prior to year 1. Examplea 1 through 6 do not reOect the period immediately subsequ~nt to the year Henderson Mine ceases operation since they diaregard paragraph 3,2,2,, which requirea that it be aaaumed that Denver designated 2,930 aJ, during each of the nine Water Yeara preceding the Water Year Henderson ceases operation , Example 7 aaaumes 2,930 a,£, has been desisnated each of the nine Water Years preceding year 1, and as auch is consistent with the requirements of paragraph 3,2,2, In example 1, the minimum that can be designated in year 11 is 2,600 a.f, to comply with the 4,100 aJJ2 yr, criterion over yeara 10 and 11. The 10-year (yeara 2·11) total is 29 ,700 which satisfies the 26,600 a.C, requiremeut, The 4,100 aJJ2 yr , criteriou allows a minimum of 1,500 a,£, to be designated in year 4, This also satisfies the requirement that a minimum of 5,600 a,C, be designated over any 3 consecutive years , The 4,100 aJJ2 yr, criterion allows a minimum of2,600 aJ, to be deaignated in year 5, This al8'.> satisfies the requirement that a minimun, of 8,200 a.f, be de1ignated during 4 conaecutive years , The 4,100 aJ,/2 yr, criterion would allow a minimum of 1,500 a.C, to be designated in year 6, However , to satisfy the 10-year requirement of 26,600 aJ., a minimum of 10,600 eJ, must be deaignated over any 5 consecutive years , meaning that at least 2,400 a.[ must bP. designated in year 6, 11:\Bat.1\EuE.doc •• • • • • 6. 7. The 4,100 a.f./2 yr . criterion 'Mlllld allow ■ minimum of 1,700 a.f. lo be deai1111■ted in year 7. However , u, 1■ti1fy the 10 year requirement of26,600 ■,t, ■ minimum of 13,800 a.f. must be deaign■ted over any 8 CODJeCulive yean, me ■nins that at leut 3,200 a.f. must be designated in year 7 (and the following 4 yean). The 4,100 a.f./2 yr. criterion would ■llow a minimum of 1,400 ■J. lo be delignated in year 7. However , since this ia leu than the 1,500 aJ./1 yr. criteria, the 1,500 a.f. would control. To aalisfy the 10 year requirement of28,600 a.r., ■ minimum of 13,800 a.f. must be designated over any 6 coDJeCUtive yean, me ■w111 that 2,500 a.f. mll!t be designated in year 7. The 1,500 a .f./yr . and 4,100 a.f./2 yr . criteria control deaignation oblig■tiom for years 2 and 3, respectively . However, year 4 deeignation is controlled by the 26,600 a.fJlO yr . criterion, which require■ that a minimum or 1990 ■.f. be delignated in year 4 . a:\Bate,\El.h.E .doc EXHIBIT D CURTAILMENT SCHEDULES I. GENER~ Curtailmeo.\. shall occur only in the event of either a complete failure of any component of the Cabin-Meadow Creek System which prevents any Denver usage of the respective component of said system, or a partial failure of any component which causes Denver, in its own discretion, to completely shut out that component of said system. Not specifically addressed by the storage curtailment procedures described in this Exhibit Dare situations, ouch as a •hold order" by the State Engineer's Office, restricting the usable, active storage capacity of Meadow Creek Reservoir below it! historic and current capacity or any other action similar!~• reducing the usable capacity of Meadow Creek Reservoir below its his t oric and current capacity. II. CURTAILMENTS OF BASIC DELIVERIES TO CYPRUS AND ENGLF,WOOD UNDE R SECTIONS 4.2 AND 3.2 1 RESPECTIVELY A. DIRECT FLOW CURTAILMENT SCHEDULE 1. Curtailmer,t for Denver's loss of dJ rect flow shall be based ~n the number of days of outage in the May 1-to-June 30 period (inclusive) each year. •• No curtailment shall result for any day outside of the M;1y 1-June 30 period, inclusive, during which • Denve r l oses direct flow water due to an outage. 2. Curtailmer,ts oo. an interceptor-by-interceptor basis sha ·,1 b~ assigned using the following percentagl.!S of losses of di.rcct flow : 3. Meadow Creek Hurd Creek North Trail Creek Tributary 5outh Tr?il Creek Tributary Hamilton Creek Cabin Creek Little Cabin Creek Total 01• 141 4.51 4.5\ 21\ 501 6\ TC1r( *There shall be no curtailment for losses of direct flow from Meadow Creek. The volume of curtailment for Denver's loss of direct flow in a given year shall be calculated interceptor-by-interceptor by taking the product of: • •• • • a. Denver's total designated deliveries to Cyprus and Englewood under Section 4.2, and paragraphs 3.2.1 or 3.2.2, respectively; b. The ratio of the number of days of the outage divided by 61; c. The interceptor-assigned percentage of loss of direct flow from IIA2 , above; and d. 401, said 401 being the historic (1975-1993) fraction of total yield derived by Denver in its operation of the Englewood Ranch Creek Collection System which is attributable to direct flow. Examples The following examples describe the operation of the direct flow curtailment schedule. a. b. Example 1 (1) Direct flow is available for diversion at the Trail Creek points of diversion, but the main Trail Creek interceptor conduit which carries diversions from both North and South Trail Creek tributaries ("Trail Cr~ek Interceptor") is partially out due to a break for the June 1-to-June 21 period, and Denver, in its own discretion, elects to shut out the main Trail Creek Interceptor. (2) Denver had designated 3,000 af to Cyprus and 2,700 af to Englewood under Section 4.2, and paragraphs 3.2.l or 3.2.2, respectively. (3) Volume of curtailment • 71 af. (• 5,700 x 21 days x 91 x 401)/61 days Example 2 (1) In addition to the Trail Creek Interceptor outage given in Example 1, a pipe break in the Cabin Creek interceptor has caused an outage for the June 22-to-June 30 period . 2 B. 3 . (2) Denver 's total designated delivery remains at 5,700 af. (3) In addition to the Trail Creek Interceptcr curtailment of 71 af, the Cabin Creek curtailment would be 168 af. (5,700 af x 9 days x SOI x 401)/61 days Thus, the total direct flow curtailment would be 239 af (• 71 af + 168 af). Example 3 (l) A break in Englewood's main conduit near its interconnection with Denver has occurred on April 30, an~ has not been repaired by the end of June. (2 ) Denver had designated 3,000 af to Cyprus-Cl i max and 2,700 af to Englewood . 3 ) Volume of curtailment • 2,280 af. (5,700 af x 61 days x 1.0 x 401)/61 days ST ORAGE CURTAILMENT SCHEDULE l. Curtai l ment for Denver 's inability to deliver storage water from Meadow Cr ~ek Reservo i r for any given period(s) solely during the July 1-0ctober 31 period, inclusive, shall be c·alculated as the product of: a . The di fference in percentages from TABLE l from the last day of outage and the day before the first day of outage ; and b . The sum of Denver's des i gnated deliveries to Cyprus and to Englewood under Section 4 .2, and paragraphs 3.2.l or 3.2 .2, respectively. 2. Exa mples The f ol lowi ng two examples illustrate the process of qua nti f ying such storage curtailme~ts . a . Exa mple 1 (l) A probl em with the outlet for Meado w Cr~ek Reservoir preve~ts Denver from 3 •• • • • • • (2) (3) withdrawing any water from storage from September 4 through September 29. Denver had designated 3,000 af for Cyprus-Climax and 2,700 af for Englewood . Volume of curtailment• 1,037 af. (• (43.31 for end of September 29 minus 25.101 for end of September 3) x 5,700 af) b. Example 2 (1) (2) (3) A break in the Englewood main conduit just upstream from the inte rconnection with Denver prevents Denver from withdrawi ng water from storage .from July 1 thr ough October 31. Denver's total designated del i very remains at 5,700 af. V,:.,lume of curtailment • 3,420 af. (• (60 .001 for end of October ?l -0.001 fo r July l)x 5,700 af) C. TOTAL CURTAILMENTS Den ver's total obligation to deliver water to Cyprus· and Englewood under Sections 4.2 and 3.2, respectively, shall be reduced by an amount equal to the sum of the Dlrect Flow Curtailment (A) and the StQrage Curtailment (B), as follows . 1 . While Henderson is in operation the reduction wi ll f i rst be applied against the volume of water Den ver is obligated to deliver to Englewood under paragraph 3 .2.1 . If the amount of reduction exceeds the amount designated for delivery to Englewood, Denver's delivery obligation to Cyprus under Art i cle IV will be reduced until the add i tive total of the amount de s ignated for de livery to Englewood and the reduction in the amount deliverable to Cyprus equals the total amount of reduc t ion calculated i n IIC , immediately above. 2. Af t er Henderson ceases operation . the total amount of reduction determined in IIC, above , shall be divided by two before be i ng applied against 4 Denver's delivery obligation to Englewood under paragraph 3.2.2. 3. Any reduction in delivery obligations s hall not reduce amounts previoualy designated or required to be designated by Denver under Article III of the general agreement among Cyprus, Denver, and Englewood. 4 , In the event, during any Water Year, Denver delivered water in excess of its obligations after the total curtailment has been calculated pursuant to IIC, above, Denver's delivery obligation(s) in the next year(s) shall be reduced in an amount equivalent to the excess. This curtailment(s) applied in subsequent year(s) shall not reduce amounts required to be designated under Article III of the general agreement among Cyprus, Denver, and Englewood. III . CURTAILMEN T OF PAID DELIVERIES TO ENGLEWOOD UNDER SECT ION A. CURTAILMENT SCHEDULE 1. Curtailment for Denver's loss of direct flow shall be based on the nUJDber of days of outa7e in the May 1-to-June 30 period (inclusive) each year. No curtailment shall result for any day outside of the May l-June 30 period, inch',~ive, during which Denver loses direct flow wa t e r di·,e to an outage. 2. Curtailments on an interceptor-by-interceptor basis shall be assigned using the following percentages of losses of direct flow : 3. Meadow Creek Hurd Creek North Trail Creek Tributary South Trail Creek Tributary Hamilton Creek C<1bin Creek Little Cabin Creek Total 01• 141 4.51 4.51 211 501 61 TOUT *There shall be no curtailment for losses of direct flow from Meadow Creek . The volume of curtailment for Denver's loss of 5 •• • • •• • • di~ect flow in a given year shall be calculated interceptor-by-interceptor by taking the product of: a. Denver's total designated deliveries to Englewood under Section 3.3. b. The ratio of the nwnber of days of the outage divided by 61; c. The interceptor-assigned percentage of loss of direct flow frnm IIIA2, above; and B. EXJ\MPLES The following examples describe the operation of the curtailment schedule: l. Examole l a. b . Direct flow is available for diversion at the Trail Creek Interceptor points of diversion, but the main Trail Creek Interceptor is partially out due to a break for the June 1- to-June 21 period, and Denver, in its own discretion, e l ects to shut out the main Trail Creek Interceptor . Denver had designated 500 af to Englewood under Section 3.3. c . Volume of curtailment• 15 af. (500 x 21 days x 91)/61 days 2. Examole 2 3 . a. Direct flow is available for diversion at the Trail Creek Interceptor points of diversion, but the main Trail Creek Interceptor is partially out due to a break for the June 1- to-June 21 period, and Denver, in its own discretion, elects to shut out the main Trail Creek Interceptor. b. Denver had designated Oaf to Englew~od under Section 3. 3. Volume of c u.r t ailment • 0 af. 6 C. (0 x 21 days x 91)/61 days Any reduction in delivery obligations shall not reduce amounts previously designated or .equired to be designated by Denver under Article III of the general agreement among Cyprus, Denver, and Englewood. D. In the event, during any Water Year, Denver delivered water in excess of its obligations aft~r the total curtailment has been calculated pursuant to IIIA, above, Denver's delivery obligation in the next year(s) sha ll be reduced i n an amount equivalent to the excess. 7 •· • • EXH .I BIT E REGULATORY ACTION I. GENERAL The purpose of this exhibit ia to give guidance to -the parties and/or to the engineering arbitrators (collectively, "the successors") in implementing reductions pursuant to Section 6.2 in Denver's obligations to deliver water to Cyprus and to Eng l ewood under Articles IV and :en, respectively, of the settlement agreement . This exhibit describes the general bases on which Denver's de liver y obligations to Englewood and Cyprus set forth in Art icles III and IV were determined. The successors shall use the descriptions herein as the bases on which reductions L~ Denver's delivery obligations are to be determined. Because the exac nature of any future Regula t ory Action, and the resultant adver se effects upon the yields of the CMC System and CMC Water Ri ghts, cannot be foretold, the purpos e of this exhibit is to provide guidel611es, within a defined methodoloffi' to implement reductions 1n enver's delivery obligations. is exhibit also provi des examples of such reductions resulting from hypothetical Re gul atory Actions . By setting forth the guidelines outlined in this exh i bit, the parties are not expecting, acquiescing, or in any manner agreeing to the authority, appropriateness, or necessity of any lh,gulatory Action. II. USE OF W.W. WHE£~E R AND ASSOCIATES, INC ., YIELD STUDIES OF THE CABIN-MEADOW CREEK SYSTEM A. General Pursuant to Section 6 .2 of the settlement agreement, the successors shall determine the reductions i n yields from the CMC System and CMC Water Rights resulting from a Regulatory Action by application of the action to the W.W. Wheeler Yield StudiE·s, provided the successors agree that the 1952- through-1956 study period is adequate so as to incorporate the full effect of any long-term impact. Then, by comparison of such altered yi elds with the yields defined by t he W.W. Wheeler Yield Studies, the successors are to make appropriate reductions to Dem•er' s deli very obligations. The use of the term "yield" herein, and its derivatives here i n, i.e., "W.W. Wheeler Yield Studies," "altered yields," and "reduced yields,• is syr,onymous with the term, "L awfully Divertable Amount,• defined in paragraph 6.2.1 of the settlement agreement . The successors should utilize the operational criteria, to the extent practicable, in the same fashion and to the same extent as utilized in the W.W. Wheeler yield atudies, except to the extent by which the effects of the Regulatory Action are measured and results therefrom are calculated. B. Definition of the W.W. Wheeler Yield Studies Attached to this exhibit is a copy of an outline, entitled "Summary of Cabin-Meadow Creek System Yield Studies, Conducte~ by W.W. Wheeler and Associates, Inc. 1967-1975," prepared by Mr. Gary Thompson, P..E., engineering consultant from W.W. Wheeler and Associates, Inc. for Cyprus in the settlement negotiations leading to the settlement agreement. This summary describes some of the basic assumptions and monthly streamflow hydrology incorporated into the W.W . Wheeler Yield Studies. The W.W. Wheeler Yield Studies, in turn, incorporated in varying degrees results and assumptions described in the following studies: (1.) an untitled and undated handwritten spreadsheet of a yield study of the Cabin-Meadow Creek System (attached); (2) "Report on Proposed nanch Creek Collection and Storage System," dated April, 1956, prepared by Tipton and Kalmbach, Inc .; (3) "Supplement to Report on Proposed Ranch Creek Collection and Storage System,• dated October 31, 1956, prepared by Tipton and Kalmbach, Inc.; (4) "Report on •• Proposed Ranch Creek Collection System," dated December, • 1970, prepared by W.W. Wheeler and Associates, Inc.; (5) a letter report, "Re: Ranch Creek Yield," dated September 8, 1975, prepared by W.W. Wheeler and Associates, Inc .; and (6) "Englewood's Ranch Creek Project Yield," dated June 7, 1985, prepared by W.W. Wheeler and Associates, Inc. Tables 1 through 7 of the Thompson outline set forth the amou nt of flow assumed to be available to the Cabin Meadow System at Meadow Creek Reservoir (Table 1), Trail Creek Divers i on (Table 2), Trail Creek Tributaries (Table 3), Hurd Creek (Table 4), Hamil t on Creek (Table SJ, Cabin Creek (Table 6), Little Cabin Creek (Table 7). Tables 9 through 15 set forth the assumed requirements for water by senior water rights immediately below thP. Cabin Meadow Creek System at Meadow Creek (Table 9 -Vail Ditch), at Hurd Creek (Table 10 -Hurd Ditch), at Hamiltc,n Creek (Table 11 -Axel Ditch), at Little Beaver Creek (Table 12 - Dia mond-T Ditch; Table 13 -Fullerton-Klein Ditches), at Little Cabin Creek (Table 14 -Hartshorn Ditch), and at Cabin Creek (Table 15 -Fullerton Nos. 2, 3, Granite, and Cabi 1.1 Creek Ditches). Englewood and AMAX (Cyprus's predecessor), did not construct interceptors to divert streamflow from Trail Creek and from 2 • • • • Little Beaver Creek. Englewood and AMAX did construct interceptor• on the two Trail Creek (North and South Trail Creek Tributaries) tributaries as contemplated at the time of the December, 1970, Wheeler report. The Wheeler yield studies of September, 1975, and June, 1985, did exclude the Trail Creek and Little Beaver Creek streamflows from the yields of the Cabin-Meadow Creek System, and the successors should do likewise in their ·analyses of the effects on yield from a Regulatory Action. Since the Little Beaver Creek interceptor was never constructed, the requirements for water by the Diamond-T Ditch (Table 12) and by the Fullerton-Kline DitchP.s (Table 13) no longer have any relevance to the yield of the Englewood Cabin-Meadow Creek System as estimated by the W.W. Wheeler Yield Studies. Tables 16, 17, 18, and 19 set forth the "W.W. Wheeler Yield Studies" from the Cabin-Meadow Creek System. These yields, in part, were used as the basis for establishi.1 g Denver's delivery obligations to Cyprus and to Englewood under Articles IV and Ill, respectively. C. Exalanation of Denver's Delivery Obligations to Cyprus an to Eng fo ,,'._24 1. While Henderson Mine !s In Operation (Par.agraph 3.2 .1) a. Deliveries to Cypru! Based on Column A2 of Table E-1, the engineers determined that Denver's maximum delivery obligation to Cyprus would be 3,000 acre-feet each year with Denver, however, retaining the right to limit its delivery to Cyprus to 2,650 acre-feet in any one year out of ten consecutive years. (A 1954 yield to Cyprus of 2,654 acre-feet from ?. different W.W. Wheeler yield study was selected as opposed to the 1954 yield of 2,363 acre-feet shown in Column A2 of Table E-1.) b. Deliveries to Englewood (1) Basic Deliveries Based, in part, on Column A3 of Table E-1, and also upon actual yields historically available from the Cab i n-Meadow Creek System since its initial operation beginning in 1975, and also upon compromise, the engin~ers determined that (a) Denver's minimum ten-year delivery to Englewood would be 23,200 acre- feet (rounded down from the annual average of 3 2. 2,322 acre-feet); (bl Denver'• ■ini■um delivery to Englewood in any one year would be zero acre-feet; and (cl Denver a ■inilllum delivery to Englewood over any two consecutive years would be 2,600 acre-feet (rounded down from 2,608 acre-feet). Using engineering judgment and upon compromise, the engineers set Denver's maximum aMual delivery at 2,700 acre-feet. (21 Paid Deliveries The engineers reviewed W.W. Wheeler's Yield Studies of the quantification of South Platte River Exchange yields to Englewood shown in Column C(21 of Table E-1. Due to many complexities and limitations associated with the actual realization of such yields, the engineers compromised on a Denver delivery obligation to Englewood in lieu of the actual operat i on of the South Platte Exchange whereby Denver's delivery obligation will consist of (al a minimum ten-year delivery of 3,200 acre-feet; and (bl a maximum annual delivery of 700 acre-feet. After Henderson Mine Ceases Operation (Paragraph 3.2 .2) (a) Basic Deliveries Based in part on the results shown in Column B2 of Table E-1, and also upon yields actually available from the Cabin-Meadow Creek system since its initiation of operation in 1975, and also upon compromise, the engineers determined that (1) Denver's minimum t.en-year delivery to Englewood would be 26,600 ac re-feet; (2) Denve r 's minimum delivery to Englewood in any one year will be 1,500 ~e re-feet; and (3) Denver's minimum de livery to En~.ewood over any two consecutive years would be 4,100 acre-feet. Upon compromise and in return for a larger minimum-year delivery than indicated by t he W.W. Wheeler Yield Studies, the engineers set Denver's maximum annual delivery at 3,200 .~crt!-f~~t. {b ) Paid l)eliveries Because the South Platte River Exchange, which the Paid Deliveries effectively replaced, was to operate independently from the Denver Exchange, 4 •• • • •• • • the engineers retained the exact same Denver delivery obligation as described in IICl(b) (2) herein for the period during which the Henderson Mine is in operation. III. IMPLEMENTATION OF REDUCTIONS IN DENVER'S DELIVERY OBLIGATIONS A. General Denver's obligations to deliver water to Cyprus are essentially defined by two terms: Ill provision of a delivery of up to 3,000 ,1cre-feet each year; and (2) Denver may deliver only 2,650 acre-feet in any one year out of any ten-year period. Likewise, Denver's obligations of Basic Deliveries of water to Englewood require a minimum ten-year del ivery, a minimum annual delivery in any one year (after termination of operation of Henderson Mine), a minimum de livery over any two years, and a maxim11111 annual delivery. Denver's obligation of Paid Del i veries to Englewood only require a minimum ten-yeai delivery and a maxim11111 annual delivery . If faced with the task of modifying Denver's deliver obligation, based on the impacts of the Regulatory Action to the W.W. Wheeler Yield Studies determination, it may be appropriate or even necessary to extend the 1952-1956 Wheeler study period. Nonetheless, the settlement engineers provide the following guidelines and examples for consideration as appropriate and applicable . B. Denver's "Denver Exchange• Delivery Obligations 1. General · The term "Denver Exchange," as used herein, is meant only to be used as a ~eans to the end of determining what Denver's delivery obligations, using the W.W. Wheeler Yield Studies, would have been if the 1964 and 1969 agreements had been operating after the imp o sition of a Regulatory Action. 2. Denver's 'Denver Exchange" Delivery Obligation to Cyprus Table E-2 summarizes the effects upon the yields of Englewood's Cabin-Meadow Creek System resulting in a hypothetical regulatory action or legal failure. Comparison of Col11111n AS of Table E-2 with Col11111n A2 of Tab l e E-1 reveals that insofar as Denver's obligations to Cyprus are concerned, only the minimum-year, 1954 yield has changed, reduced from 2,363 acre-feet to 2,000 acre-feet. So long as the use of any other period other than 1952 through 1956, inclusively, shows 5 I that the Cyprus Credit would not be less than 3,000 acre-feet during any ten consecutive years, the • · settlement engineers would recommend that Denver's obligations to deliver water to Cyprus retain the requirement for Denver to deliver up to 3,000 acre-feet each year. However, the onr.e-in-ten-year requirement should be reduced to 2,246 acre-feet, which is determined as follows. Because the settlement agreement's once-in-ten-year requirement was 2,650 acre-feet, based on a different Wheeler yield study than that presented in Table E-1, the settlement engineers would reduce the 2,650 acre- feet by proration, the new once-in-ten-year requirement being 2,243 acre-feet. i.e. 2,650 X 2,QQQ/2,363 = 2,243. During this occurrence, which is assumed to occur no more frequently than once during any ten consecutive years, Denver's obligations to release water from Williams Fork Reservoir (WFR Replacement Account) shall also be reduced proportionately to 1,862 acre-feet. i.e. 2,200 X 2,QQQ/2,363 • 1,852 Deliver Obli ation to a . With Henderson Hine in Operation The full reduction of the total "Denver Exchange" yie l ais to be applied first to deliveries to Englewood, and second to deliveries to Cyprus if the reduction is so great as to eliminate any obligation to l".nglewood. The hypothetical reductions in Table E-2 do not completely eliminate Denver's obligations to Englewood. The settlement engineers would reduce Denver's delivery obligations to Englewood as follows, from Table E-2. Assum ing the successors consider the 1952-1956 study p1!riod adequate so as to incorporate the full effect of any Regulatory Action, the 10-year minimum would fall to 19,860 acre-feet as a result of subtracting the full reduction of total yield from Englewood's allocation of Wheeler's basic yie l ds, shown in Column A(6) of Table E-2 . The minimum annual delivery of zero acre-feet would remain at zero acre -feet. 6 • • • • • The aini11111111 2-year obligation would be red.uced from 2,600 acre-feet to 2,200 acre-feet 12,200 acre-feet for 1953 plus O acre-feet for 1954). The maximum annual delivery would be reduced to 2,311 acre-feet. (19,860 x 2,700)/23,200 b. After Henderson Mine Ceases Operation The full reduction of the total "Denver Exchange" Yield is to be applied to deliverie1 to Englewood, as shown in part B of Table E-2. The settlement engineers would first reduce Englewood's pre- reduction yie l ds i ~ Col11111n B5 of Table E-2 by the hypothetical reducti?ns in yield (Column BJ of Table E-2) to ?I t i•e at Englewood's "initial" post-reduction yie_ld (Column B6 of Table E-2). Then, because the settlement engineers provided Englewood with a minimum, pre-reduction ten-year delivery of 26,600 acre-feet, which exceeds W.W. Wheeler Yield Studies' estimate of 25,970 acre- ,feet from Column B2 of Table E-1, it is necessary to increase the below-3,000 acre-foot yields to Englewood calculated in Col11111n B6 of Table E-2 by the quotient of 26,600 divided by 25,970 . These, slightly enhanced yields (Col11111n B7 of Table E-2) provide the fina~ yields to be used to set Denver's new and reduced delivery obligations. The settlement engineers would reduce Denver's minimum ten-year delivery obligation to Englewood to 22,420 acre-feet (Column B7, Tab l e E-2). Because the 22,420 acre-feet is in excess of the 21,000 acre-feet cited in Paragraph 6 .2.4, then in this example, the provisions for determining Adjustment Water in s u~paragraph 6.2.4 .3 are not applicable. Because the settlement engineers determined that the minimum aMual delivery to Englewood should be 1,500 rather than 1,181 .5 acre-feet ·derived from Column B2 of Table E-1, the settlement engineers would prorate the ~~nimum annu al delivery, obtaining 1,064 acre-feet (839 x l,500 )/1,181 .5 . Because the settlement engineers determined the two-year minimum delivery to Englewood should be 4,100 acre-feet, rather than Wheeler's 3,985.5 acre-feet derived from Column B2 of Table E-1, the 7 c. settlement engineers would prorate the two-year minimum delivery, obtaining 3,387 acre-feet. 4,10~(2,454 + 8381/(2,804 + 1,181.5) Fin fll ly, the settlement engineers would calculate the maximum annual deli"ery t:, be 2,697 acre-feet (22,420 X J,200)/26 ,600. Denver's "South Platte River Exchange• Delivery obligation to Englewood (Paid Deliveries) The .settlement engineers would prorate both the ten-year min i mum d 'livery a~d the annual maximum based on the results of the yield studies shown in Ct ,lunu, C2 of Tables E-1 and E-2. The reduced t en-year minimum delivery would be 2,820 acre-feet. (1,70 7 x 3,200)/1,937 . The reduc ed maximum annual delivery would be 617 acre-feet. (1,707 X 700 )/1,937. 8 • • • • • IUMMARY OF CAIIN-MEADOW CREEK IYITEM YIELD ITUDIES Conducted by W.W. WhNler and A .. oclltN, Inc. 1987 • 19711 1. Meadow Creek Reservoir u ... ble capacity • 5,340 ecr•IHI, Including capacity reaerved for use by the Vall Ditch and excluding minimum pool requiremen11. 2. Conduit capacity: MNdow CrNk Reurvolr to' Hurd CrNk • 25 eta Hlad CrNk diverllan to Hamilton CrHk • 40 eta Hamilton Creek to end • eo eta 3 . Historic: period used in the yield 11udi11 • 1952 through 1956 4 . Tabin 1 through 7 are aummaries of the physical 1v1il1blff1y of Itre1mflow for diversion II the intake ,:~in1I , 11 limited by senior calls by the Shoshone Power Plant (1 ,250 clal. C1UI by :he Shoshone Pawar Pllnt were 1dju91ed to account far potential deple1l0nI by w111'r rights leniar 10 July 2. 1932, which la the date al edministretion lllOCilled wi:h the Cabin-Meadow CrHk syllem, in UCIII al the hlI10ric 1m0un11 . These inciuJe : ~•nd River Ditch E«ensian. Cola,~do-Blg Thr,,npson Project Enlargem.:,,, al Twin lakes Tunnel collection IyItem Colorado Springs 1929 dectna al Hoosier Pass Project Denver's Fraser Ind Williama Fork projects (including the WiRiams Fork Extension Project) 5 . Table 8 is I summary of Strawbeny Creek flows physically and leg1ny available far diversion by the Vail Ditch (Grand County Irrigated und Company). 6 . Table 9 is • summary of the Vail Dilch diversion requirement . 7 . Viii Ditch Is entitled 10 I llar■ge capacity of 850 ,er.feet In Meadow Creek Re"-IIIVOir, together with the fir11 850 1Cre•leet of storable Inflow plus 30 percent of the storable Inflow through June 30 and 111 al the Inflow beginning on July 1. Meadow Creek diversions by the Vail Ditch are only allowed after the Grand County Irrigated Land Campany fully utiNzea Its water right out al Strawberry Creek . 8 . The April 9, 1974 Forest Service "Revised Stipulations· for fish flows: Little Cabin Creek • 0 .25 els Cabin Creek• 2 .0 els Hamiltan Creek· May 1 10 June 14 • 1.0 els; June 15 ta April 30. 1.5 els Hurd Creek • 1.~ els Trail Creek • 0 .25 ell M11dow CrHk • May 1 to March 31 • 3.0 cla; April 1 ta April 30 · 1.5 eta Meadow Creek Reservoir minimum pool • 310 acre-feet 9 . Tabin 10 through 15 are 1ummarie1 of atlmated ditch divlrlion l'9qUirlmen11 for aenior water rightl on Ranch Creek. It WU auumecl lhlt -would be bypa111d 11 nece11■ry to meet the requirement• of theH 11nlor w1111 right1, baaed on ■n ■uumed 22 percent Irrigation efficiency. 1 o. It WU uaumed that, during the lludv parlod , the DerMw EIIChange WII not operable under the provlalona of the 19 84 ■nd 1969 ■grNIMnll during June ■nd July 1952 and June 1956. It WII 111o Illumed that the r,-, £xcllanQ• would have become limited to the following monthly 11110111111 bec,uae of Moffat Tunnel 1y11em constraint ■: Augul! 1952 • 3,400 a r 1■11: Ju/'li 11153 • 500 ■ere feet : July 1953 • 700 acre-feet: July • 1956 • 1,500 ■ct9·11'!11 . 11 . The Cyprus Climax demand Wll llaumed to be the Int 3,000 at TPl-htl't p"r year. 12. The Englewood yield under the Oenver Exchange w11 m/11"1 to tht w.:or,d 3,000 acre-feet per year. Table 16 11 a aumm■ry of the total Cabin-Meadow Creek system yleld for 1H panies. References to "Direct Diversions• and "Storage RIIHsu• Indicate that the water w11 del iv ered to the Moffat Tunnel for uae by Denver at times when Oenver had surplus capacity in Its storage facllltle1 for uH of this water. "South Plane Exchange" refers to direct diversions to the Moffat Tunnel for uae by Englewood tlvough UH of the South Platte or Williams Fork Exchange, 11 defined in the 196-1 r g _ ·...,.nt , It times when Oenver did not have surplus capacity in lu 1tor9g1 facilities . Tables 1 "i' through 19 are IUmflllrieS of the individual yields to Cyprus Cliniax, Englewood , and Denver. The yield figur11 for Cyprus Climax in Table 17 indicate tht• mo nthly amounts of watet that would have accrued to the Cyprus (AMAX) account, not necesurily the deliveries of 11 ;,.water to the Moffat Tunnel for use by Denver. Similarly, Table 18 also indicates ther · ~fl'\hly amounts of water that would have accrued to the Englewood account, not nece111rily m~ deliveries of this w■ter to the Moff■t Tunnel for use by Denver or by Englewood Yi■ the South Platte Exchange . 2 • • • C TAIL£ 1 TOTAL INFLOW TO MEADOW CREEK RESERVOIR 188 PERCENT OF MEADOW CREEK GAGEi (Vlluu In Acfa-FNII APR MAY JUN JUL AUG TOTAL 1952 238 2,187 8,158 887 301 8.187 1953 85 1,517 3,898 483 212 5,953 1954 0 1,790 729 0 0 2,519 1955 \77 2,320 2,073 488 152 11 ,208 1956 56 3,149 2,381 259 ... 5.845 TAIL£ 2 AVAILABLE FLOW· TRAIL CREEK (Valua In Acre-fNtl YEAR MAY JUN JUL AUG 19' TOTAL 1952 128 282 31 18 0 459 1953 62 187 28 18 0 291 1954 47 23 0 0 0 70 1955 74 95 28 18 0 213 1956 135 107 18 0 0 258 - TAIL£ 3 AVAILABLE FLOW· T1IAIL CREEK TRIBUTARIES IValua In Acfa-FN1I YEAR MAY Jur. JUL AUG SEP T )TAL 1952 203 490 53 30 0 776 1953 105 326 44 26 0 501 1954 74 39 24 11 0 148 1955 117 166 43 2i) 0 355 1956 214 187 28 23 0 450 TAIILE4 AVAIi.AiLi FLOW· HURD CREEK IV..,_ In Acre•fHtl YEAR MAY JUN JUL JUL SEP TOTAL 1952 352 7112 88 !;2 0 1,284 1953 16~ 528 74 45 0 028 1954 121! 84 :n 0 0 225 1955 202 289 72 50 ,; 593 1958 37 1 302 44 0 0 717 ,_._ TABLE 15 AVAILABLEFLOW·HAMLTDNCREEI( . IVlll/a In Ac:re-FNtl ' YEAR MAY -~~ JUL AUG SEP TOTAL 1952 422 1,303 140 81 0 1,946 1953 220 866 117 70 0 1,273 1954 154 106 61 0 0 321 1955 243 441 114 78 0 876 1956 445 497 70 0 0 1,012 . -- TABLE ti AVAILABLE FLOW· CABIN CREEK IV..,_ In Acn-FHtl YEAR MAY JUN JUL AUG SEP TOTAL 1952 985 3,170 332 19(1 0 4,883 1953 501 2,102 280 , 163 0 3,048 1954 352 257 131 tl5 0 805 1955 !155 1,072 271 182 0 2,080 1956 1,020 1,210 159 0 0 2,389 • TML.17 AVAIL.Aal.E FLOW· UT1ll CAIIIN CREEK cv .... In aa.F-1 - YEAR MAY JUN JUL AUG IEI' TOTAL 1952 1!53 313 25 18 0 509 1953 80 208 30 18 0 338 1954 68 26 6 4 0 90 19$5 88 108 29 20 0 243 1956 182 118 18 0 0 298 T.UU8 STRAWBERRY CREEK FLOWS AV."LA8LE TO VAIL DITCH IVllu• In aa.F-1 YEAR IU,Y JUN JUL AUG SEP TOTAL • 1952 441 11118 88 0 0 1,635 1953 150 188 0 0 0 348 1054 85 0 0 0 0 85 1955 837 0 0 0 0 I 837 1i;j56 847 0 0 0 0 847 TAIi.i 11 VAIL DITCH REQUIREMENT IVllu•ln~I YEAR MAY JUN JUL AUG SEP TOTAL 1952 328 1,407 737 328 415 3,215 1953 328 1,407 737 328 415 3,215 1954 328 1,407 737 328 415 3,215 1955 328 1,407 737 328 415 3,21 5 • 1956 328 1,407 737 328 415 3,215 rAGI J 0, I TAILE 10 . HUll0 DITCH IIEQUIIIEMENT IValun In Acre •fNtl YEAR MAY JUN JUL AUG IIP TOTAL 19!i?. 0 110 182 90 0 342 --· ,..2!~ 0 44 78 112 0 234 t !H ! 0 134 124 58 0 3 14 "."'"".l 0 18 124 88 0 209 --·-·· 1956 0 90 100 0 0 190 TAILE 11 AXEL DITCH REQU IREMENT IVakln In Acre.fntl YEAR MAY JUN JUL AUG tEP TOTAL 1952 0 38 88 38 0 138 1953 0 18 32 46 0 98 1954 0 58 50 24 0 130 1955 0 8 50 28 0 84 1956 0 38 42 0 0 98 TABLE 12 DIAMOND-T DITCH REQUIREMENT IVakln In Acn-Fntl YEAR MAY JUN JUL AUG SEP TOTAL 1952 ·o 66 118 66 0 250 1953 0 48 84 120 0 252 1954 0 75 88 30 0 342 1955 0 18 132 72 0 284 1956 0 48 108 54 0 258 TMLI 13 FUWRTON-KLEIN DITCH 11£QUIRIMENT (Valun In Acre-fNtl Y~AR MAY JUN JUL AUG IEP TOTAL 1952 32 58 32 0 0 120 1953 0 18 21 40 0 84 1954 0 48 0 20 0 Ill 1955 0 I 44 24 0 74 1956 0 32 38 18 0 18 TAILE 14 HARTSHORN DITCH IIEQUIREMENT (Vak.ln In Ain-fNtl YEAR MAY JUN JUL AUG SEP TOTAL 1952 0 30 52 30 0 112 1953 0 14 28 38 0 78 1954 0 44 40 18 0 102 1955 0 8 40 22 0 Ill 1956 0 30 34 0 0 64 TAILE 111 FULLERTON NOS . 2 • 3, GRAMTE, • CABIN CREEK DITCH IIEQUIREMENT IV.,n In Acre•FNtl YEAR MAY JUN JUL AUG SEP TOTAL 1952 0 114 204 114 0 432 195 3 0 158 100 140 0 2.98 1954 0 170 154 70 0 394 1955 0 20 154 84 0 288 1956 0 114 128 0 0 242 TABLE 18 TOT.\L CABIN-MEADOW CREEK SYSTtM YIELD • ALL PART1£S IValun In Ac:N-Fffll -MAY -JUI. AUG -OCT TOTAL 1112 Dnctotv ....... 2,129 0 0 2&3 0 0 3 .171 s 1oraoe" ....... 0 0 0 1.•11 1.480 , .... ,.,eo South Piette ExchlnOe 0 3 .170 111 0 0 0 4.081 TOTAL 2.,2• 3.170 111 1.704 1.490 1.141 11 .714 1113 Dnct-1.N7 liOO 411 111 0 0 3,037 S1oreva"......_ 0 0 211 1.,a1 907 0 2.1"1 South Plan ■ b :~ 0 3,070 0 0 0 0 :),01':) TOTAL 1,N7 3.170 700 1,8 3A 107 0 1,8 7 0 ' 1114 Dnct-1.11 , 111 0 0 0 0 2 ,383 Blo,ege!IWeNN 0 0 0 0 0 0 0 South P'teH■ &:c:henge 0 0 0 0 0 Q 0 TOTAL 1,112 181 0 0 0 0 2 ,3113 1181 Dnct-2,272 2,HO 311 211 0 0 1 ..... s1orege......._ 0 0 1,111 0 0 0 t ,111 South Pltin• Exct.nge 0 0 0 0 0 0 0 TOTAi. 2,272 2 .NO 1.113 211 0 0 ...... •1ae Dnct-3 ,013 0 170 0 0 0 I 3.113 ............... 0 0 t ,3JO 1,140 '°" 0 3,371 South Plett■ Exchalga 0 2 ,831 0 0 ., 0 2,113 1 TOTAi. 3,013 2 .131 1,IIOO . 1.140 IOI 0 8,093 AVERAGE l Dnct-2.338 N2 117 121 C, I C, 3 ,122 ............... 0 0 ... ... H I 310 2 ,312 --..1x-.. 0 1,IM 101 0 0 0 1,131 TOTAi. 2.,. 2 .IN ... 1,020 181 110 7.771 • • • -. l ~ § § ii !! ~ • e .. .; N .. i 8 0 0 0 0 0 0 i 0 Ill o 0 0 0 0 0 .. j • c_ ~it ! 0 0 0 0 0 0 C •!c fl!• ... I ~ 0 0 0 0 0 0 ,~ • g :I ! 0 .. -~ 0 i • • .. .. ., 0. .. u ! I ► • . ... l § a § 35 .. .. ... .; N ft N .. e i ! i .... " .... : ~ ~ ~ C TAaa' 18 ES11MATED CA ...... EADOW Cll&ll SYSTEM 1'IR.D AVAIL.Aki: TO OIOlEWOOO JAU.-..a MAJmlllal USE Of WATIII IY C't'PIIUS CUIIAX) "'_., __ , -MAY J ... JUI. AUG SEP OCT TOTAL 1862 DirKI o.w. Exc:t.noe 431 0 0 0 0 0 439 S.cw ... •0...-E.■ct-.. 0 0 0 9Ja 1,490 IU 2,HI sue TOTAL 431 0 0 .,. 1,490 U3 J,000 --•Ex-0 3 ,170 111 0 0 0 4 .081 TOTAL 438 3,170 115 831 1,480 U3 1,oaa 1863 Direct o.w .. &ct.noe 315 411 I OI 0 0 0 ... St---Ex-0 0 0 ■le 907 0 1.723 sue TOTAL 311 4 111 161 819 907 0 2,901 South Platt♦ bchangil 0 3,070 0 0 G 0 3,070 TOTAL :ii~ 3 .419 151 119 107 0 6 ,971 1864 DwKto.n.wEx-o · 0 0 0 0 0 0 StON91 . Dem,•~ 0 0 0 0 0 0 0 sue TO TAL 0 0 0 0 0 0 0 South Plllue bchen,. 0 0 0 0 0 0 0 TOTAL 0 0 0 0 0 0 0 1866 --Ex.._ 0 2 ,701 0 0 0 0 2,701 s1or ... -O-W-r•Cft1111811 0 0 2n 0 0 0 2N SU.:TOTAL 0 2,701 2" 0 0 0 J ,000 --•Ex-0 0 0 0 0 0 0 TOTAL 0 2 ,701 2" 0 0 0 J,000 IIIH --&-..,. 1,111 0 21 0 0 0 1.143 ltor .... 0-W• lb .... 0 0 2H 1,MO •• 0 1,H7 1119 TOTAL 1,111 0 2H I.MO •• 0 1,000 --•bchonao 0 2.131 0 0 0 0 2.UI TOTAL 1,111 2,131 211 1,140 .. 0 •.~•· -b--A-374 924 141 .,. 477 27 2 .322 ...... "-"• ........ 0 1,13-4 103 0 0 0 1.837 14•• ... · lloth Sourcw 374 2 .418 244 .,. 477 27 4 .21• .. • • • •• ~ • 0 o I :ii = ! 00 II 1-.. II 0 0 0 0 II d I! ; N ii lb o 0 0 0 0 : N CIC .. .. • r J =III ! ., 0 0 ~ o I C ~ i!i· .. ~ I •c .. 0 0 0 ,o N ... u~ ::, ....... ., ... -- • ! g! h ! 0 0 0 0 0 O u ., u ca ~ 0 0 0 0 0 O !-• :I .. e N ., : : i ; .... ~ ~ ~ ~ -!!! C • STRUCTURE Gervens No . 1 Ditch Gervens No . 2 Ditch Lost Cree k Ditch Ge rv ens No . 2 Ditch John Shore Ditch 8 .W . Field M ule Creek No . 1 Ditch J ohn Shore No . l Ditch Burt cher Ditch 8 .W. Field M ule Creek No . 2 Dit ch F .A . Field Ditch Scholl Ditch Wi\li 1m 1 Oilch Skv lark Ruervou Mc:Candli n Ditch Nonh Sk yl ark Ditch , South S kyl1rlt Dit ch IXHIIIT F lltYU.1111 IIANCH WATIII IIIOHTI APPAOPRIA TION CATE 09·02·1 t 0 2 09·30·1904 08·18 ·1908 08,30·1904 10·01 ·1BBB 05,31 -1889 08·30·1890 12 ·31 , 1897 07-15-1908 AOJUDICATIDN DATE WATER RIGHTS ON LOST CIIEEK 0B-03 ·18\ 1 0B-03 ·1811 08·03-1911 03-18-1918 WATER RIGHTI ON MUU CIIEEK 09·03·1911 08-03-1911 08,'3 ·1911 08·03-1911 08·03-1911 ADMI N. NUMBER 20979.18145 20979.11189 21443 .00000 23454.19119 2(1971 .14154 20871.14398 20878.1~791 20978.17532 21 ~B0 .00000 WATER RIGHTS ON SK YLARK CREEK 05-15 •1888 08-03·1908 14380.00000 12·01 ·1837 08·03·1911 20979.13849 05·20·1888 0S-03-1911 20179.140 20 12 ·31 -1903 08-03-1911 20179.19722 07•26 ·19 17 07-12·1919 24994.24878 0 6·01 -19 13 10-28-1955 34241.2~162 08·0 1·1949 10·28·1955 39372 .000J0 P1g ,;l '2 DECREED AMOUNT 2 .000 ell 1 .375 cf a 1.000 cf1 1.125 cfa 2 .5 cf, 2 .5 ct, 2 .0 cf, 2 .5 ch 1.0 cf1 3 .25 cf, 1.50 ct, 3 .00 cf, 12 .23AF , 1.50 ct, 3 .00 el s 1.50 cf1 • l - • WATIII IUCIHTI ON IATTll Cll&K -► unvt,o1e n 14 Ditch 09-30-1889 08-03-1911 20878.14518 1.125 ct, l.angholt n 13 Ditch 07-30-1889 08-03 -1911 20978.14518 1,125 .11 l.angholen 12 Ditch 07-01-1 8 90 08-03-1111 20978.14792 1.250 cf1 l.angholen II D',tch 07 -31 -1890 08-03 -19 11 20878.14822 1.250 cf1 Sho<e II Di tch 08-20-1898 08-03 -1911 20878.17764 2.000 cfl Sho<e 1 2 6 13 Dtt ch 04-20-1908 08-03 -1911 21294.00000 2.000 cfl ' Beuhler • 1 Ditch 12-31-1905 08-11-1917 23817 ,20453 ,l500 8euhler 12 Ditch 12-31-1913 08 -11-1917 23817.23375 ,l500 Bel.Her 1 3 Ditch 12-31 -191 3 08-11-1917 23817.23375 .l500 Be uhler 1 4 Ditch 12 -3 1-1913 08-11 -1917 23817 .23375 .500 • • 1'1111 2 c 1 2 STRUCTURE Gerven1 No. 1 Ditch Gerven1 No. 2 Ditch lost Creek Ditch Gervens No. 2 Ditch John Shore Ditch B.W . Field ~ ule Creek No . 1 Ditch John Shore No . 1 Dil ch Burtcher Ditch 8 .W. Field Mute Creek No . 2 Ditch F .A . Field Ditch Scholl Ditch W illiams Ditch Skylark Reservoir McCandl in Ditc h Nonh Skylark Oitch South Sk ylark Dit cti l»alTF lltYLAIUt MNCtl WATIII IIIOHTI APPAOPRIA TION DATE ()f.-02-1902 09-30-1904 09-18-1908 09·30-1904 10-01 -1888 05-31 -1889 08-30-1890 12-31-1897 07-15-1908 ADJUDICATION DATE WATIII IIIGHTI ON LOIT Cll&lt 01-03-1911 01-03-1911 01-03-1911 03-11-1918 WA T£R RIGHTS ON MULE CREEK 08-03-1911 08-03-1911 08-03-1911 3-03-1911 08-03-1911 ADMIN . NUMBER 20971.11145 20978.19198 21443.00000 23454.19918 20876 .14154 20876.14398 20178.14791 20876.17532 21380.00000 WATtR RIGHTS ON lltYLAIUt CRE£1t 05-15 -1889 08-03-1908 14380.00000 12 -01 -1887 08-03-1911 20876.13849 05-20·1 BBB 08-03-1911 20878.14020 12-31-1903 08-03-1911 20878.19722 07-28-1917 07-12-1919 24194 .24878 08-01-1913 10-28-1955 34241.23182 08-01 -1949 10-28-1955 38)72 .00000 P19t11 at: DECREED AMOUNT 2 .000 ct, 1 .375 ct, 1.000 ct, 1 .125ct1 2 .5 ct, 2 .5 ct, 2 .0 ct■ 2 .5 ct, 1.0 ct, 3 .25 ct, 1.50 eta 3.00 cfs 12 .23 AF 1.50 cl ■ 3 .00 ct, 1.50 ct, • 1• • • WA TIii IIICIHTI ON IA TTI.E CIIIEK Lln9holen 14 Ditch 09·3"·1889 08-03-1911 20871 .16618 1,125cfl l.anQholen •3 Ditch 07 -30-1 889 08-03-1911 20878.14518 1.125 cf■ Langholen 12 Ditch 07-01 -1890 01-03·1911 20871,14712 1.21o·c1, Langholen 11 Ditch 07-31 -1890 08-03-1911 Z01178 .148ZZ 1.2&0 cf■ ShOft: 11 Ditch 08·20-1198 08-03·1911 ZOC78 .17714 2.000 cfl Shott 12 & 13 Dach 04 -20-1908 08-03-1911 21294 .00000 2.000 cf ■ k uhl er • 1 Ditch 12-31-1905 08-11-1917 23811 .20453 .500 Beuhler 12 Cite(, 12·31-1913 08-11-1917 23117.23375 ,500 leuhler I 3 Ditch 12-31-1913 08-11-1917 23817.23375 .500 8e-uhl er 14 Ditch 12 -31-1913 08-11-1917 23817 .23375 .500 • • Page 2 of 2 -· _ _.._ -· MalliUII AlaMI&~ __,AL&._111' ____ Qff W 11 -.-~-----auto el a.i.oc ... __ .,., .. , .-nau ~ • --~. c.:i.• IIW ._,.-..-__ ., ca~ ..... _., TD -.iAa CUl,IOI -_._ ftl_.l.e ooaaia&rat.iae-~•--• -__ ,..._...., ... ,, ... ~,,.cu .... 1,-. ~I• •-11,-• •-lllluy •f Cffna Cliaa •W• ~ . -llpl-11 cuau 11e1,-. ~• --• -t OHiN -H, ... .l.n, C.lonM NUl C..,tl Claar -••-ti ~ .. --------"'"""" ---.,~---= All aAiT~ U -t 1a-t 1a tlla naJ. r=• WWWA - •• ..,. •~• uoacia_. 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' COUNCIL COMMUNICATION Date Agenda Item , Subject August 21 , 1995 Englewood -Denver -Cyprus 10 a i V Settlement Agreement on the· Cabin-Meadow Creek Svstem Initiated By I Stewart Fonda Staff Source Wa ter and Sewer Board RECOMMENDED ACTION Co unci l approval by ordi nance of the attached settlement agreement by and betwoen the De nv er Water Dep artm ent, the City of Eng lewood and Cyprus Cl imax Metals Company . PREVIOUS COUNCIL ACTION .enver -Englewood Water Exchange Agreement dated March 17, 1964 and Denver , Engl e\l.OOd , Cyprus Agreement dated September 2, 1969. BACKGROUND , ANALYSIS, AND ALTERNATIVES IDENTIFIED See attachment s 2 and 3. LIST OF ATTACHMENTS 1. Se ttl ement agreement s 2. High po ints of the Englewood -De nver -Cyprus Agreement on the Englewood Cab in- Mea dow Cree k System 3 Ou tlin e of Englewood -De nver -Cyp ru s Agree men t •