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<br />reflecting marketable title shall be written by an attorney at law <br />satisfactory to CITY regarding any of the Property to be conveyed <br /> <br />to CITY. <br /> <br />ARTICLE V <br />CITY'S AGREEMENT TO PAY <br />. <br /> <br />5.01 In consideration of the sale and transfer of the <br /> <br />Properties, CITY agrees to deliver to LCRA on the Closing Date, as <br />hereinafter defined, $ 9,240,322.38 payable in immediately <br />available funds. <br /> <br />5.02 LCRA and CITY agree that the provisions of this <br /> <br />Agreement, the Operating Agreement and the Wholesale Power <br /> <br />Agreement, including the provisions in such agreements concerning <br /> <br />the load management system to be provided to CITY by LCRA, LCRA's <br />agreement to operate the System, the 138 kV rate to be charged by <br /> <br />LCRA to CITY, the provisions concerning retirement benefits, the <br /> <br />maintenance by LCRA of the System and the agreement concerning the <br />methods utilized by LCRA and CITY as to customer billing are all, <br /> <br />but are not necessarily the only, integral portions of the <br />consideration for the execution and performance by CITY and LCRA <br /> <br />of this Agreement. <br /> <br />Should anyone or more of these integral <br /> <br />portions of the consideration set forth in this Article V fail, <br /> <br />the Parties shall have, among other rights allowed by law, the <br /> <br />right to recover monetary damages equal to the economic value <br /> <br />attributable to the loss to a Party of each integral portion of <br /> <br />the consideration. <br /> <br />9. <br />