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<br />It <br /> <br />e <br /> <br />"Galveston Obligation" means for each 12 month period commencing on the Transfer Date <br />the amount set forth in Exhibit D, which represents an equivalent amount of debt service owed by <br />Galveston on the debt incurred by Galveston for the purchase of LPAWA's Interest by Galveston <br />equivalent to the Purchase Price, multiplied by a fraction, the numerator of which is the Purchase <br />Price less the Down Payment and the amount paid by the Escrow Agent to GCWA on such date <br />and the denominator of which is the Purchase Price, except that the amounts set forth in Exhibit <br />D shall be reduced from time to time to allocate any savings received by Galveston from any <br />restructuring on such debt. <br /> <br />"LPAWA's Interest" shall mean LPAWA's portion of Galveston's Interest in the Southeast <br />Plant which LPAWA will purchase on the Transfer Date, as shown on Exhibit A. <br /> <br />"Payment Date" shall mean the date on which LPAWA tenders partial payment of the <br />Purchase Price for LPAWA's Interest to GCWA in immediately available funds, which shall be any <br />business day on or after the First Payment Date. <br /> <br />"Purchase Price" shall mean the amount of $3,412,700. <br /> <br />"Series 1998 South Project Bonds" shall mean the initial contract water revenue bonds <br />issued in one or more series which GCWA shall issue as special project bonds of its Mainland <br />Division the proceeds of which shall be used to finance the South Project. <br /> <br />"South Proiect" shall mean the approximately 25 MGD expansion of the Mackey Plant and <br />related distribution facilities. <br /> <br />"Transfer Date" shall mean the earlier of August 1, 2001, unless the South Project cannot <br />be completed by such date, in which case the Transfer Date shall mean the date on or before May <br />1, 2002, on which Galveston ceases to take deliveries of water from the Southeast Plant <br />attributable to LPAWA's Interest. <br /> <br />"Water Capacity Purchase and Sale Agreements" shall mean those separate Water <br />Capacity Purchase and Sale Agreements between GCWA and each of the Participants (including <br />LPAWA). dated as of even date herewith. <br /> <br />3 <br />