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(Draft) To: Union Pacific Railroad Company; Los Angeles and Salt .Lake Railroad Company; and Las Vegas Land and Water Company: The undersigned, Las Vegas Valley Water District, a water district created and existing pursuant to the provisions of Chapter 167 of the 1947 Statutes of Nevada, as amended by Chapter 130 of the 1949 Statutes of Nevada, and as amended by Chapter 307 of the 1951 Statutes of Nevada, does hereby offer you the sum of Two Million Five Hundred Thousand Dollars ($2,500,000.00) for: (a) The five hundred seven ^50?) Acres, more or less, of water bearing land, the plat attached hereto, marked Exhibit "A ", and made a part hereof, together with all of the improvements thereon and the appurtenances thereunto belonging; (b) A ll of the water and rights to water rising upon, or flowing from the land described in (a) above, including the water pr oduced by pumping from wells located thereon; (c) A temporary right-of-way or easement for the pipe lines extending from the land described in (a) above over lands owned or held by you, in location as same now exist, provided that the location of said easements may be changed at your option upon your providing a permanent easement over your said lands; (d) A right-of-way or easement for power lines extending to the land described in (a) above, in location as such power lines now exist, over lands owned or held by you; (e) All of your water production facilities and all of your water distribution facilities (exclusive of what is known as the Shop Well, and all production and distribution facilities connected therewith, but including automotive, shop and other -1-