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and 8 are material and are collectively indispensable to this Agreement, and if one or more of such provisions are held invalid or otherwise rendered ineffectual or unenforceable, this Agreement will fail to fulfill its purposes and will thereby terminate in its entirety without any further action of any of the parties. Should this Agreement be terminated pursuant to the preceding sentence (or in any manner other than the mutual consent of the Parties), City shall reimburse to District one- tenth of the amount specified in Section 3 for each of the first ten years of the term of this Agreement that City Secondary Effluent not being used for the production of Recycled Water for use or delivery by the City Recycled Water Program is not made available for the DSRSD Recycled Water Program. For example, if the Agreement is terminated during the third year after the effective date of this Agreement, City would be obligated to repay $87,500 to District. ($125,000 — ($12,500 x 3) = $87,500). 13. Paragraph Headings. Paragraph and subparagraph headings contained herein are for convenience only and shall not be deemed to amend, or affect the interpretation of, the paragraph or subparagraphs headed thereby. 14. CEQA Compliance. Despite all the preceding provisions of this Agreement, the legal effectiveness of the Agreement is contingent on the Parties' completion of CEQA review. a. City shall perform the role of lead agency in completing CEQA review for the City's Recycled Water Program, including the project to expand the DERWA Recycled Water Program by 1.9 MGD to provide Recycled Water for the City's Recycled Water Program, and District shall perform the role of a responsible agency. DSRSD will cooperate with City and with any environmental consultant retained by City to assist with the CEQA review, and provide the technical information in its custody or control regarding the DERWA Recycled Water Program and Recycled Water supply as reasonably needed for the completion of the CEQA review. Except for the District's effort described in the preceding sentence, City shall pay all costs of the CEQA review. Page 12 of 19