DOCUMENTATION EXHIBITS:

AGREEMENT AND WAIVER RESIDENTIAL

Agreement and waiver made and executed by and between the Paducah Water Works and

_________(bold print)__________________________, hereinafter referred to as “Developer.”

WHEREAS, the developer has developed a residential subdivision located in McCracken County, Kentucky, known as ______(bold print)________________ Subdivision, and

WHEREAS, the developer is desirous of having the subdivision served with the water system of the Paducah Water to which the Paducah Water is agreeable to serving provided, however, that various commitments are obtained from the developer regarding the installation and construction of the water lines, mains, and necessary appurtenances thereto, to which the developer is agreeable; and

WHEREAS, the parties do now desire to formalize their agreement in regard to the aforegoing premises.

NOW, THEREFORE, in consideration of the foregoing premises, and for other valuable consideration, the legal adequacy and sufficiency of which is hereby acknowledged by all parties, the parties do covenant and agree as follows:

1. The Paducah Water is agreeable to allowing developer to become a customer of its water system and to provide the water demands of the subdivision.

2. The developer agrees to install and construct, in accordance with the specifications of the Paducah Water, all water lines, mains, and necessary appurtenances thereto to facilitate the extension of water services to and through the subdivision, all at the cost and expense of the developer.

3. Within one year of completion of the construction and installation of the water lines, mains, and necessary appurtenances thereto, and in consideration of one dollar and the further consideration of the Paducah Water assuming all responsibility for the future maintenance, operation, and repair of the aforesaid improvements, the developer shall fully relinquish, grant, sell, and convey to the Paducah Water all right, title, and interest in the aforesaid improvements to the Paducah Water.

4. The parties specifically agree that the consideration as stated herein shall be the sole consideration exchanged for the conveyance and transfer of the aforesaid improvements to the Paducah Water and the developer specifically waives all rights whatsoever, if any, accorded to him/her/it under the laws of the Commonwealth of Kentucky or otherwise entitling him/her/it to recoup from the Paducah Water the cost and expense of the construction and installation of the aforesaid improvements within the subdivision.

5. At the time of transfer, the developer shall specifically warrant and covenant to the Paducah Water that the developer is the lawful owner of the aforesaid improvements and that same are free and clear from all liabilities, liens, adverse claims, and encumbrances. The developer will further covenant that he/she/it has good and lawful right to convey said improvements and will warrant and defend the right to same against the lawful claims and demands of all others.

6. This agreement represents the entire agreement and understanding by and between the parties, and all other prior agreements, promises, covenants, representations, and warranties are merged herein by reference. This agreement shall be fully binding upon the parties hereto, their heirs, successors, and assigns.

Paducah Water:

By ________________________________

Title _______________________________

DEVELOPER:

By ________________________________

Title ______________________________

STATE OF KENTUCKY )

COUNTY OF McCRACKEN )

The foregoing instrument was acknowledged before me this _____ day of _______________, 2000, by Glen Anderson, General Manager, of the Paducah Water.

My commission expires _____________________.

__________________________________

Notary Public, State at Large