LPPD000260

• Contract/PO #: C153715
• Contractor Name: Lower Arkansas Water Management Association
• Contract Type: Loan
• Water District: 67
• County: Prowers
• Bill Number: SB 96-124
• Loan Projects - Doc Type: Contract Documents

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Amendment as though they were expressly rewritten. incorporated, and included herein.

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'3. It is 2gr88~ t~3t the ORIGINAL CONTRACT is and shall be modified, altered, aild changed in the following
respects only:

A. The ninth paragraph ("Collateral provisions"), incorrectly numbered 6.a in the ORIGINAL CONTRACT, shall
be amended by adding the IUlluwing subparagraphs:

5) The 2,702 shares of Highland Irrigation Company ("Highland shares"). These shares shall also be
used as collateral for the Loan Contract #C 153768, which said loan funds shall also be used for the
purchase of the Highland shares. In order to protect the STATE'S and the CONTRACTOR'S interest in
this collateral, the following conditions shall be met

I. The CONTRACTOR shall provide the STATE with written authorization to rely upon the water rights
title opinion on the water rights represented by the Highland shares and shall provide the STATE
with a copy of said title opinion ten (10) days prior to closing on the purchase of the shares. The
CONTRACTOR shall execute deeds of trust in the fonn attached hereto as Attachment A and
incorporated herein to convey security interests in the Highland shares to the STATE.

II. The CONTRACTOR sha!1 execute security agreements in the fonn attached hereto as Attachment
B and incorporated herein to convey security interests in the Highland shares to the STATE. The
STATE and the CONTRACTOR acknowledge that the STATE shall file UCC-1 Fonns with the
Colorado Secretary of State to perfect its security interests in the Highland shares

iii. The CONTRACTOR shall sign Stock Assignments, in the fonn attached hereto as Attachment C
and incorporated herein, to become effective solely in the event of an issuance by the Colorado
District Court of an order authorizing a foreclosure sale of said shares of stock pursuant to Rule
120 of the Colorado Rules of Civil Procedure.

iv. The deeds of trust, security agreements, and stock assignments shall be executed by the
CONTRACTOR at or before closing, and the deeds of trust shall be recorded contemporaneously
with the CONTRACTOR'S deeds as the Highland shares are acquired.

v. The CONTRACTOR shall have the shares issued in both the CONTRACTOR'S name and in CWCS's
name and shall give physical custody of the stock certificates to the CWCS. The certificates
shall be provided to the CWCS following closing and shall be deposited at the State Treasurer's
Office for safekeeping.

vi. The CONTRACTOR shall retain both the responsibility for paying assessments and the privilege of
voting such shares.

B. Paragraph 3, containing the Promissory Note provisions, is replaced by the following:

3. Promissory Note Provisions. The Promissory Note setting forth the terms of repayment and
evidencing this debt is attached as Attachment 0 and incorporated herein. The Amortization
Schedule, attached hereto as Attachment E and incorporated herein, which sets forth how the
annual payments will be allocated to the payment accrued interest and to the reduction of
principal, replaces Appendix B to the ORIGINAL CONTRACT.

C. Paragraphs 8 and 8.a are replaced by the following, and Paragraph 8.b and Appendix C of the
ORIGINAL CONTRACT is deleted:

,8. Pledge.Of Property. The BORROWER hereby irrevocably pledges to the State for purposes of
repayment of this loan revenues from assessments levied for that purpose as authorized by. the
BORROWER'S resolutions, in the amount of the annual loan payments due under this contract
and all of the BORROWER'S rights to receive said assessment revenues from its members
(hereinafter collectively referred to as the "pledged property"). Furthermore, BORROWER agrees

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