Supporting Document (d5802e65...)

Item 13
CITY COUNCIl
REPORT
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Meeting Date: 
June 23, 2026
General Plan Element: 
Water Resources
General Plan Goal: 
Ensure renewable, long-term water supplies for the community
ACTION 
Authorize Purchase Agreement Contract No. 2026-112-COS. Adopt Resolution No. 13702 
authorizing:
1. Contract No. 2026-112-COS for the purchase of fifteen-thousand-acre feet of Long-Term 
Storage Credits (LTSC) and authorizing the City Manager to take any action necessary to 
execute any other document as necessary to finalize the purchase.
2. A FY 26/27 capital budget appropriation transfer of up to $8,250,000 from the Water Fund 
Contingency to a newly created capital project to be titled "Long Term Storage Credits 
Purchase".
BACKGROUND
For decades, Scottsdale has proactively planned for long-term, sustainable water supplies and 
has developed a diverse and resilient water supply portfolio. Scottsdale’s water supply comes 
from several sources including Central Arizona Project (CAP] or Colorado River Water, Salt River 
Project which sources from Northern Arizona and is used within the on-project portions of 
Scottsdale, groundwater through various wells located throughout Scottsdale, and water reuse 
for recharge and other non-potable purposes. In addition to these sources of water, the city 
places a high degree of importance on resource stewardship with a focus on conservation and 
efficiency.
Long-term storage credits are water rights designated by the Arizona Department of Water 
Resources through a permitting process. Long-term storage can occur by statute when the water 
cannot reasonably be used directly, the water was not recovered on an annual basis, and the 
water would not have been naturally recharged within the Active Management Area (AMA]. 
Thus, the water designated can be stored underground through recharging. Once the credit is 
established it can be used, recovered, transferred or sold. These rights are single use and once 
recovered, the credit has been redeemed and is no longer available.
The process to develop these credits occurs through two main methods. The first includes 
recharging CAP water; and the second includes recharging effluent or effluent being delivered in
Action Taken
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City Council Report | Purchase of Long-Term Storage Credits
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lieu of pumping groundwater. Stored water which has been recharged will always maintain the 
legal character of the original water source regardless of where it is recovered or how it is used. 
As an example, if CAP water is stored, no matter where recovery occurs, the water is considered 
CAP water when it is recovered and may be used in any way that CAP water is utilized.
The current condition of the Colorado River Basin creates the potential for future long-term 
water challenges. The city has aggressively responded by seeking other sources of water to 
further enhance the portfolio. These other sources include future water supply as outlined in the 
Scottsdale Water Strategic Plan 2025-2030.
IMPACT ANALYSIS
The Phoenix AMA currently holds approximately 8.1-million-acre feet of long-term storage 
credits. This system has existed for over 20 years which has created an active market to create, 
buy and sell long-term storage credits. Currently, Scottsdale has approximately 277,691 long­
term storage credits. The long-term storage credits from Vidler Water Company are within the 
Harquahala Non-Expansion Area (INA). The INA’s are administered by the Arizona Department 
Of Water Resources Active Management Area staff. Pursuant to Arizona Revised Statutes title 45- 
554, groundwater may be transported from the Harquahala INA to an initial AMA. This allows 
further diversification and augmentation of Scottsdale's water portfolio outside Of the Phoenix 
AMA.
Scottsdale has agreed to purchase 15,000-acre feet of long-term storage credits from Vidler 
Water Company. The. total cost of $8,250,00.0 equates to $550 per acre foot. These credits are 
being acquired to enhance the city’s portfolio and approach to total Avater supplies. Long-term 
storage credits do not expire and can be held by the city indefinitely. The city may also opt to 
either pump water to redeem these credits in the future, or if they become unnecessary, sell the 
credits. The long-term storage credits offers the city a high degree of flexibility.
RESOURCE IMPACTS 
Available Funding
Funding is currently available for this purchase using Water Fund CIP Contingency, which has 
$20 million in available budget in FY 2026/27.
A new capital project entitled "Long Term Storage Credits Purchase” will be created and up to 
$8,250,000 in budget authority will be transferred from the Water Fund CIP Contingency to 
effectuate the purchase of the credits.
OPTIONS & STAFF RECOMMENDATION 
Recommended Approach
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City Council Report | Purchase of Long-Term Storage Credits
Adopt Resolution No. 13702 Authorizing the execution of Purchase and Sale Agreement No. 
2026-112-COS for the purchase of fifteen-thousand-acre feet of Long-Term Storage Credits and 
authorizing the City Manager to take any action necessary to execute any other document as 
necessary to finalize the purchase.
Further, authorizing a FY 2026/27 capital appropriation contingency transfer from the Water 
Fund Contingency of up to $8,250,000 to a newly created capital project named "Long Term 
Storage Credits Purchase".
RESPONSIBLE DEPARTMENT(S)
Water Resources
STAFF CONTACTS (S)
Thyra Ryden-Diaz, Interim Sr. Director of Water Resources, 480-312-4327 
TRvden-Diaz@scottsdaleaz.gov
APPROVED BY
Tkfra %fdvi~Viaz
6/10/26 19:06 MST
Thyra Ryden-Diaz, Interim Sr. Director Water Resources 
(480) 312-4327. TRvden-Diaz@scottsdaleaz.gov
ScottSelk
Date
6/10/26 21:44 MST
Scott Selin, Budget Director 
Date
(For Financial Policies Compliance and Budget Appropriation) 
480-312-2603, SSelin@scQttsdaleaz.gov
6/10/26 19:16 MST
Greg Caton, City Manager 
480-312-7759, GCaton@scottsdaleaz.gov
Date
ATTACHMENTS
1. Resolution 13702
2. Purchase Agreement No. 2026-112-COS
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Attachment 1
RESOLUTION NO. 13702
A RESOLUTION OF THE CITY OF SCOTTSDALE, MARICOPA 
COUNTY, ARIZONA, AUTHORIZING THE MAYOR TO EXECUTE 
PURCHASE AND SALE AGREEMENT NO. 2026-112-GOS WITH 
VIDLER WATER COMPANY, INC. FOR LONG TERM STORAGE 
CREDITS IN THE HARQUAHALA VALLEY.
WHEREAS, the City desires to develop a diverse and resilient water supply portfolio to 
respond to unstable water supplies from the Colorado River;
WHEREAS, long term storage credits (“LTSC”) are water rights that have been 
designated as such by the Arizona Department of Water Resources and may be used or sold by 
the City to meet future needs.
NOW, THEREFORE, LET IT BE RESOLVED, by the Council of the City of Scottsdale, 
as follows;
Section 1. That the Mayor is authorized and directed to execute Purchase and Sale 
Agreement for Long-Term Storage Credits, Agreement No. 2026-112-COS, to acquire 15,000 
acre feet LTSC in the Harquahala Valley.
Section 2. The City Council hereby authorizes the City Manager or his designee to 
execute any other documents and take such other actions as are necessary to carry out the 
intent of this resolution.
Section 3. That the City Treasurer is directed to a FY 26/27 capital appropriation 
contingency transfer from the Water Capital Improvement Plan of $8,250,000.
PASSED AND ADOPTED by the Council of the City of Scottsdale, Arizona, this_____
day of June, 2026.
ATTEST:
CITY OF SCOTTSDALE, an Arizona 
municipal corporation
By:.
Ben Lane, City Clerk
By;.
Lisa Borowsky, Mayor
APPROVED AS TO FORM:
Luis E Santaella, City Attorney
By: Karen Tyler,, Principal Assistant City Attorney
19173578
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ATTACHMENT 1

Attachment 2
TfflS PURCHASE AND SALE AGREEMENT FOR LONG-TERM STORAGE
CREDITS (this “Agreement”) is made this___day of June, 2026, between the CITY OF
SCOTTSDALE, ARIZONA, an Arizona municipal corporation (“Buyer”), and VIDLER 
WATER COMPANY, Inc., a Nevada corporation (“Seller”).
RECITALS
A. Buyer desires to purchase Long-Term Storage Credits developed by Seller pursuant to 
Arizona Revised Statutes Title 45, Chapter 3.1.
B. Seller is willing to sell and transfer certain Long-Term Storage Credits in the amourit, at 
the delivery time, and for the price specified in this Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of 
which are acknowledged, and intending to be legally bound, the parties hereby agree as follows:
ARTICLE 1 
DEFINITIONS
As vised in this Agreement, the following terms, when capitalized, shall mean:
“ADWR” means the Arizona Department of Water Resources.
“Agreement” means this Purchase and Sale Agreement for Long-Term Storage Credits.
Buyer” has the meaning given that term in the introductory paragraph of this Agreement.
“Buyer’s Long-Term Storage Account” or “LTSA” means an account to be established by 
Buyer in Buyer’s name pursuant to Arizona Revised Statutes § 45-852.01 for Long-Term Storage 
Credits stored in the Harquahala IN A.
“Long-Term Storage Credit” or “LTSC” has the meaning given that term in Arizona 
Revised Statutes § 45-802.01(11).
“Seller” has the meaning given that term in the introductory paragraph of tiiis Agreement.
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ATTACHMENT 2
Contract No. 2026-112-COS

“Seller’s Long-Term Storage Account” means an account established in Seller’s name 
pursuant to Arizona Revised Statutes § 45-852.01 for Long-term Storage Credits stored in the 
Harquahala INA, ADWR Long Term Storage. Account No. 70-461000.0000.
“Transfer Form” means the form currently in use by ADWR to document the transfer of 
LTSCs on the date that .each transfer occurs pursuant to this Agreement.
ARTICLE 2
PURCHASE AND SALE 
OF LONG-TERM STORAGE CREDITS
2.1 Sale and Purchase. Subject to the terms and conditions of this Agreement, Seller agrees 
to sell, transfer, and assign and Buyer agrees to purchase, accept, assume, and pay for FIFTEEN 
THOUSAND (15,000) acre-feet of LTSCs. The Buyer agrees to deliver payment in full for such 
acre-feet of LTSCs on or before July 10,2026 (“Payment Deadline”).
2.2 Type of Water. Seller represents and warrants to its actual knowledge that all of the 
LTSCs to be sold pursuant to this Agreement have been accrued through storage of water from the 
Central Arizona Project. The parties intend that adl LTSCs purchased and sold vmder this 
Agreement shall retain the identity of the source of water used to generate such LTSCs. Subject 
to the representations and warranties of Seller set forth in this Agreement, Buyer is acquiring the 
LTSCs “as is, where is” and “with all faults”, and in their present state and.condition as of the date 
such LTSCs are transferred to Buyer.
2.3 Long-Term Storage Credits to be Transferred:
2.3.1 The LTSCs to.be sold by Seller pursuant to this Agreement are from Seller’s 
Long-Term Storage Account and shall represent credits accrued for water stored in the Vidler 
Underground Storage Facility No. 71-576699.0004 located in the Harquahala INA.
2.4 Purchase Price and Payment Calculation. The purchase price shall be EIGHT 
MILLION TWO HUNDRED FIFTY THOUSAND and NO/100 DOLLARS ($8,250,000.00) 
which equates to FIVE HUNDRED FIFTY and NO/100 DOLLARS ($550.00) per LTSC (acre- 
foot) if payment in full for all LTSCs purchased hereunder is received by Seller on or before the 
Payment Deadline. Subsequent purchases of additional LTSCs that may be needed by the Buyer
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will be negotiated at the time of the need by the Buyer and based on the availability of remaining 
LTSGs and at the then applicable purchase price.
2.5 Seller’s Warranty of Title. Seller represents and warrants to Buyer that it will have 
good and marketable title to the LTSCs that are the subject of this Agreement at the time of the 
transfer of the LTSCs and agrees to convey marketable title to such^ LTSCs free and clear of all 
liens, claims and encumbrances.
2.6 Term. The term of this Agreement shall commence on the date hereof and shall 
terminate when the final payment is received on or before the Payment Deadline, or such later date 
and on such terms as the Seller and Buyer may agree in writing.
ARTICLES
TRANSFER DOCUMENTATION
3.1 Transfer Form. To evidence the transfer of the Long-Term Storage Credits 
contemplated by this A.greement, Buyer and Seller upon receipt of the above-referenced pmchase 
price per LTSC, shall execute Transfer Forms as specified in Section 4.1.
3 .2 Additional Actions and Documentation. The parties shall cooperate to take such fiirther 
actions and execute such further documents as may be determined by either party to be reasonably 
necessary or advisable in Order to complete the transfer of the LTSCs contemplated by this 
Agreement.
ARTICLE 4
DELIVERY AND PAYMENT
4.1 Delivery. Within 10 business days after the date that payment in full for transfer of the 
LTSCs is received by Seller, Seller shall execute and deliver to Buyer a Transfer Form for the total 
amount of LTSCs per this Agreement. Upon Buyer’s receipt of the executed Transfer Form, Buyer 
shall promptly countersign the Transfer Fonn and file it with ADWR. Buyer shall be solely 
responsible for filing the Transfer Forms with ADWR and shall pay any applicable filing and 
transfer fees in connection the;rewith. Buyer and Seller shall cooperate with ADWR to facilitate 
completion of such transfer by ADWR. For purposes of this Section 4.1, “delivery” shall mean 
delivery to the address and in the manner specified in Article 6 below and “receipt” or “received” 
shall mean the date that the overnight carrier delivers to the address specified.
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4.2 Payment. Buyer shall pay Seller the purchase price then due in accordance with 
Sections 2.4 in full by wire transfer or cashier’s check.
ARTICLE 5
REJECTION OF TRANSFER
Buyer shall be solely responsible for confirming and verifying that it is eligible to receive 
the LTSCs to be purchased pursuant to this Agreement. Buyer acknowledges that it is assuming 
the risk that Arizona law or ADWR’s policies regarding eligibility may change between the date 
of this Agreement and the filing of the Transfer Form and Buyer assumes all risks of any such 
change in law or policies. Seller shall take no-action to unpair or impede the hansfer of LTSCs 
and in the event that Seller’s action or inaction, or Seller’s inability to deliver good and marketable 
title to the LTSCs at the time of the hransfer prevents the transfer from occurring, Seller shall be 
responsible to immediately refund the purchase price to Buyer as Buyer’s sole and exclusive 
remedy. Buyer represents and warrants that, to its actual knowledge. Buyer is eligible to receive 
the LTSCs to be purchased and transferred hereunder.
ARTICLE 6 
NOTICES
All notices requests, consents, waivers or other communications required or permitted to 
be given under this Agreement to a party must be in writing and must be personally delivered to 
the intended recipient or sent to the intended recipient via a nationally recognized overnight courier 
such as Federal Express or UPS, shipping charges paid by sender, addressed as follows:
If to Buyer:
City of Scottsdale
9379 E. San Salvador
Scottsdale, Arizona 85004
Attn: Senior Director Water Resources
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Contract No. 2026-112-COS

With a copy to:
City of Scottsdale 
3939 N. Drinkwater Blvd. 
Scottsdale, AZ 85251 
Attn: City Attorney’s Office
I
If to Seller:
Vidler Water Company 
3480 GS Richards Blvd, Ste 101 
Carson City, NV 89703
Attn: Donald A Pattalock, President and CEO; and 
Justin Townsend, Associate Region Counsel 
E-mail: dapattalock@.vidlerwater.com 
imtownsend@drhorton.com
With copies to:
David Jennings, Region Counsel 
1081 Whitney Ranch Drive, Suite 141 
Henderson, NV 89014 
E-mail: dsiennings@,drhorton.com
Mark Karnes, VicerPresident and Counsel 
1341 Horton Circle 
Arlington, TX 76011 
E-mail: RMKames@drhorton.com
ARTICLE 7
MISCELLANEOUS PROVISIONS
7.1 Choice of Law: Jurisdiction: Venue. This Agreement shall be governed by and 
constmed in accordance with the laws of the State of Arizona, without regard to conflicts of law 
principles. The parties agree that any action, suit, or proceeding arising out of or relating to this 
Agreement shall be initiated and prosecuted in a state or federal court of competent jurisdiction 
located in Maricopa County, Arizona, and the parties irrevocably submit to the jurisdiction of any 
such court.
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7.2 Waiver of Jury Trial. Each party waives, to the fullest extent permitted by applicable 
law, any right it may have to a trial by jury in respect of any dispute arising out of or relating to 
this Agreement.
(
7.3 Amendment. No amendment, modification or change to this Agreement shall be 
enforceable unless set forth in writing and executed by both parties.
7.4 Assignability. Neither party hereto may assign its rights or obligations under this 
Agreement without the prior written consent of the other party, which consent vsdll not be 
unreasonably withheld, conditioned or delayed.
7.5 Time of the Essence. Time is of the essence in the performance of this Agreement.
7.6 Specific Performance: Cure Period. The parties agree that if a party fails to perform its 
obligations imder this Agreement, other remedies will not be sufficient and the parties agree that, 
in addition to other available remedies, the remedy of specific performance shall be available to 
the aggrieved party, except to extent performance is prevented due to any change in Arizona law 
or ADWR’s policies. Each party hereto shall be given a 10-day written notice and opportunity to 
cure any default and any failure to meet a deadline under this Agreement before the other party 
may exercise any remedy in this Agreement. If a default exists on any performance date, such 
date shall be extended to provide the benefit of the above cure period. The parties expressly waive 
and agree that in no event shall either party be liable for any speculative, consequential or punitive 
damages as a result of this Agreement.
7.7 Counterparts. This Agreement may be executed in two or more counterparts, each of 
which shall be deemed an original, and it wall not be necessary in making proof of this Agreement 
or the terms of this Agreement to produce or account for more than one of such counterparts; 
provided that the counterpart produced bears the signature of the party sought to be bound.
7.8 Entire Agreement. This Agreement constitutes the entire understanding between the 
parties with respect to the subject matter hereof and thereof and supersedes any and all prior 
negotiations, undertakings, understandings, agreements and business term sheets between the 
parties with respect to the subject matter hereof and thereof No party will be bound by or deemed 
to have made in cormeetion herewith any representations, warranties, commitments or 
rmdertakings, except those contained herein or therein.
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Contract No. 2026-112-COS

7.9 Waiver. No delay in exercising any right or remedy shall constitute a waiver unless 
such right or remedy is waived in writing signed by the waiving party. A waiver by any party of 
any right or remedy hereunder shall not be construed as a waiver of any other right or remedy, 
whether pursuant to the same or a different term, condition or covenant.
7.10 Captions: Construction. All captions, titles, or headings in this Agreement are used 
for the purpose of reference and convenience only and do not limit, modify, or otherwise affect 
any of the provisions of this Agreement. The language in all parts of this Agreement shall be in all 
cases construed simply according to its fair meaning and not strictly for or against any party hereto.
7.11 Rules. Regulations and Amendment or Successor Statutes. All references in this 
Agreement to the Arizona Revised Statutes include all rules and regulations promulgated by 
ADWR under such statutes and all amendment statutes and successor statutes, rules, and 
regulations to such statutes, rules, and regulations.
7.12 Severability. The provisions of this Agreement shall be deemed severable and the 
invalidity or unenforceability of any provision shall not affect the validity or enforceability of the 
other provisions hereof.
7.13 Attorneys' Fees. In the event it becomes necessary for either Buyer or Seller to employ 
legal counsel or to bring an action at law or other proceeding to enforce any of the terms, covenants 
or conditions of this Agreement, the prevailing party in any such action and proceeding shall be 
entitled to recover its costs and expenses incurred in such action from the other party, including, 
without limitation, reasonable attorneys' fees.
7.14 
Arbitration of Disputes. Any controversy or claim arising out of or relating to this 
Agreement, or the claimed breach or interpretation thereof, including, but not limited to, any 
impasse reached by the parties after negotiating in good faith, shall be resolved by binding 
arbitration, subject to the follov^dng provisions:
7.14.1 The party seeking arbitration (the "Demanding Party") shall deliver a 
written notice of demand to resolve dispute (the "Demand") to the other party (the "Non- 
Demanding Party"). The Demand shall include a brief statement of the Demanding Party's claim 
or controversy, the amount or other nature thereof, and the name of the proposed arbitrator to
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decide the dispute. Within ten (10) days after receipt of the Demand, the Non-Demanding Party 
against whom the Demand is made shall deliver a written response to the Demanding Party. Such 
response shall include a short and plain statement of the Non-Demanding Party’s defenses to the 
claim and shall also state whether such party agrees to the arbitrator chosen by the Demanding 
Party. If the Non-Demanding Party fails to agree to the arbitrator chosen by the Demanding Party, 
then such Non-Demanding Party shall state in its response the name of a proposed arbitrator chosen 
by such Non-Demanding Party as the proposed arbitrator. If the Non-Demanding Party fails to 
deliver its written response to the Demanding Party within ten (10) days after receipt of the 
demand, or if the Non-Demanding Party fails to select in its written response a proposed arbitrator, 
then the arbitrator selected by the Demanding Party shall serve as the arbitrator. A arbitrator shall 
not be employed by any party or any affiliate of any party, directly, indirectly or as an agent, except 
in connection with a arbitration proceeding. Any person appointed as a arbitrator shall be 
knowledgeable and experienced in the matter(s) sought to be arbitrated.
7.14.2 The locale of any arbitration shall be in Phoenix, Arizona.
7.14.3 If the Non-Demanding Party selects a proposed arbitrator different than the 
arbitrator selected by the Demanding Party, and such selection is indicated by the Non-Demanding 
Party in its written response to the Demanding Party made within ten (10) days after receipt of the 
demand, then the parties shall, for ten (10) days after the Demanding Party's receipt of the Non- 
Demanding Party's written response to the demand, attempt to agree upon a arbitrator. If the 
parties cannot agree upon a arbitrator within such ten (10) day period, then upon request of the 
Demanding Party, a single neutral arbitrator shall be appointed by the parties.
7.14.4 The arbitrator shall apply the substantive laws of the State of Arizona and 
the Rules of Evidence of Arizona, the arbitration shall be conducted in accordance with the Arizona 
Arbitration Rules as set forth in the Arizona Rules Governing Alternative Dispute Resolution and 
the arbitrator’s decision shall only be subject to review as set forth in the Arizona Revised Statutes.
7.14.5 The costs of resolution (including reporter costs) shall be divided equally 
between the parties pro rata, provided, however, that such costs, along with all other costs and 
expenses, including attorneys' fees, shall be subject to award, in full or in part, by the arbitrator, in 
his or her discretion, to the prevailing party. Unless the arbitrator so awards attorneys' fees, each 
party shall be responsible for its own attorneys' fees.
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7.14.6 To the extent possible, the arbitration hearings shall be conducted on 
consecutive days, excluding Saturdays, Sundays and holidays; until the completion of the hearings.
7.14.7 In connection with any arbitration proceedings commenced hereunder, any 
party shall have the right to join any third parties,in such proceedings in order to resolve any other 
disputes, the facts of which are related to the matters submitted for arbitration hereimder.
7.14.8 The arbitrator shall render his or her decision(s) concerning the substantive 
issues in dispute in writing. The written decision shall be sent to the parties no later than thirty 
(30) days following the last hearing date.
7.14.9 All hearings shall be concluded within ninety (90) days from the day the 
arbitrator is selected or appointed, unless the arbitrator determines that this deadline is impractical.
7.14.10 If any of the provisions relating to arbitration are not adhered to or 
complied with, either party may petition the District Court of the State of Arizona, County of 
Maricopa for appropriate relief
>■
7.14.11 The award of the arbitrator may be entered as a judgment in a court of 
competent jurisdiction. All arbitration conducted under this Article shall be in accordance with the 
Arizona Arbitration Rules as set forth in the Arizona Rules Governing Alternative Dispute 
Resolution and the Arizona Revised Statutes. To the extent permitted by law, compliance with 
this Article is a condition precedent to the commencement by any party of a judicial proceeding 
arising out of any dispute relating directly or indirectly to this Agreement in accordance with the 
Arizona Arbitration Rules as set forth in the Arizona Rules Governing Alternative Dispute 
Resolution and the Arizona Revised Statutes, and any judgment or award rendered by the arbitrator 
shall be final, binding and unappealable, and judgment may be entered by any court having 
jurisdiction thereof The parties hereto intend that the provisions to arbitrate set forth herein be 
valid, enforceable and irrevocable. In his or her award the ^bitrator shall allocate, in his discretion, 
among the parties to the arbitration all costs of the arbitration, including the fees and expenses of 
the arbitrator and reasonable attorney's fees, costs and expert witness expense of the parties. The 
parties hereto agree to comply with any award made in any such arbitration proceedings that has 
become final in accordance with Arizona law and agree to the entry of a judgment in any 
jurisdiction upon any award rendered in such proceedings becoming final. The arbitrator shall be
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entitled, if appropriate, to award in such proceedings, monetary damages, specific performance, or 
injunctive relief, but may not award speculative, consequential or punitive damages.
7.15 Enforcement Rights. Only Seller and Buyer may enforce this Agreement. Seller and 
Buyer do not intend through this Agreement to confer enforceable rights on any non-party and do 
not intend to create any third-party beneficiaries to this Agreement.
7.16 Limitatioii of Liability. No partner, member, manager, officer, director, shareholder, 
beneficial owner, agent or employee of Seller or Buyer, or any affiliate thereof, shall be personally 
liable for any obligation of Seller or Buyer, as applicable, hereunder.
8. SELLER’S CORPORATE APPROVAL. NOTWITHSTANDING ANYTHING 
CONTAINED HEREIN TO THE CONTRARY, NEITHER THIS AGREEMENT NOR ANY 
AMENDMENT SHALL BE A VALID AND ENFORCEABLE OBLIGATION OF SELLER 
UNLESS EXECUTED BY EITHER ONE OF DAVID V. AULD, PAUL ROMANOWSKI, 
MICHAEL J. MURRAY, BILL W. WHEAT, OR J. MATT FARRIS, EACH AN OFFICER OF 
SELLER (THE “AUTHORIZED OFFICERS”). SUCH APPROVAL BY AN AUTHORIZED 
OFFICER IS REFERRED TO AS “SELLER’S CORPORATE APPROVAL.”
[Signatures on Following Page]
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IN WITNESS WHEREOF, the parties to this Agreement have executed this Agreement as 
of the date first set forth above.
SELLER:
VIDLER WATER COMPANY, INC., 
a Nevada corporation
By:
Name: Donald A. Pattalock
Title: President/CEO_____
Date: 
_____________
SELLER CORPORATE APPROVAL
By:
Name:_
Title:_
Date:
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Contract No. 2026-112-GOS

BUYER.
CITY OF SCOTTSDALE, ARIZONA 
an Arizona Municipal corporation
By:
Name: 
Title: _ 
Date:
/
ATTEST:
By:
Ben Lane, City Clerk
Date:
APPROVED AS TO FORM:
Luis E. Santaella, City Attorney
Date: C/ Iv/ 7^e>zJh
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