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<br />included herein.
<br />
<br />3. The BORROWER has executed the following documents, all of which set forth the revised loan
<br />amount of $1,875,583.50 and two of which (the security agreement and deed of trust) convey a
<br />security interest to the CWCB in all of the collateral for this loan, including the water rights
<br />represented by the Highland Shares and the Pledge of Property.
<br />
<br />a. Promissory Note, attached as Appendix A and incorporated herein, which replaces and
<br />supersedes the Promissory Note in the amount of $2,300,000, dated May 28, 1997, attached
<br />to the ORIGINAL CONTRACT as Appendix 2.
<br />
<br />b. Security Agreement to secure the Borrower's Pledge of Revenues, attached hereto as
<br />Appendix B and incorporated herein, which replaces and supersedes the eight Security
<br />Agreements dated May 28, 1997; 3 dated June 20, 1997; July 17, 1997; August 15, 1997;
<br />and 2 dated June 1, 1998.
<br />
<br />c. A Deed of Trust to secure all water rights pledged by Borrower to assure repayment of this
<br />loan as described in said deed of trust, attached hereto as Appendix C and incorporated
<br />herein, which replaces and supersedes the seven Deeds of Trust dated May 30, 1997; 2
<br />dated June 20, 1997; July 17, 1997; August 15,1997; and 2 dated June 1, 1998,
<br />
<br />4. The CWCB agrees to execute a Release of Security Agreement UCC-3 and seven Requests
<br />for Release of Deed of Trust, attached hereto as Appendix D and incorporated herein, to
<br />release its security interests in all collateral for the loan including the Highland Shares in
<br />exchange for the BORROWER'S conveyance to the CWCB of a security interest in all collateral for
<br />the loan including the water rights represented by the Highland Shares and water rights
<br />represented by other Highland Shares. The CWCB further agrees that the July 17, 1997
<br />Security Agreement encumbering 2 shares of the capital stock of the Highland, evidenced by
<br />Certificate No. 305 and the August 15, 1997 Security Agreement encumbering 42.4 shares of
<br />the capital stock of the Highland, evidenced by Stock Certificate no, 300 are hereby released.
<br />
<br />5. After the effective date of this amendment, the CWCB shall (1) deliver the duly executed Deed
<br />of Trust (Appendix C) and seven Requests for Release of Deed of Trust (Appendix E) to the
<br />appropriate county clerks for recording, (2) deliver the Security Agreement UCC-1 and the
<br />Release of Security Agreement UCC-3 to the Secretary of State's Office for filing, and (3) void
<br />all stock assignments and deliver the same to the BORROWER along with all Highland Shares
<br />stock certificates.
<br />
<br />6. The ORIGINAL CONTRACT is amended by the addition of the following:
<br />
<br />16. Contract Amendment Service Fees. Under certain circumstances, the BORROWER shall
<br />be assessed a fee for amending the contract.
<br />
<br />a. A service fee shall be imposed on the BORROWER for amendments processed for the
<br />benefit of the BORROWER and necessary for the BORROWER'S course of business,
<br />including, but not limited to, a change in borrower name (novation), assignment of
<br />contract, substitution of collateral, loan payment deferments in excess of 3 per loan,
<br />and loan consolidation. Amendments in the course of CWCB business, including, but
<br />not limited to, the first three loan payment deferments and changes in terms of loan
<br />repayment will be processed at no additional charge to the BORROWER.
<br />
<br />b. The amount charged shall be the fee rate structure in accordance with the CWCB
<br />Loan Service Charge Policy in effect at the time the BORROWER shall request an
<br />amendment. The current fee for an amendment is $1,000.
<br />
<br />c. The BORROWER shall remit the service fee to the CWCB prior to initiation of the
<br />amendment. Any service fee remitted to the CWCB cannot be refunded.
<br />
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