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<br />e <br /> <br />e <br /> <br />EXHIBIT B <br /> <br />CONVEYANCE OF INTEREST <br /> <br />For value received, Gulf Coast Water Authority CUGCWA") on behalf of the City of <br />Galveston, Texas ("Galveston"), pursuant to that certain Water Capacity Purchase and Sale <br />Agreement (the "Sale Agreement"), dated as of April 28, 1998, between GCWA, Galveston and La <br />Porte Area Water Authority ("LPAWA"), hereby conveys to LPAWA all of LPAWA's Interest (as <br />defined in the Purchase and Sale Agreement) in the Southeast Plant. Capitalized terms not <br />defined herein shall have the meanings assigned in the Purchase and Sale Agreement. <br /> <br />LPAWA's Interest is equal to 14.286% of the production capacity (3 MGD) of Galveston's <br />Interest in the Southeast Plant and 14.139% of the pumping capacity (3.45 MGD) of Galveston's <br />Interest in the Southeast Plant. <br /> <br />GULF COAST WATER AUTHORITY <br /> <br />Dated: [TRANSFER DA TEl <br /> <br />CITY OF GALVESTON, TEXAS <br /> <br />Dated: [TRANSFER DA TEl <br />ACCEPTED BY: <br /> <br />LA PORTE AREA WATER AUTHORITY <br /> <br />13 <br />