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<br />secure the revenues pledged herein in accordance with the Pledge of Provisions of this <br />contract. <br /> <br />Said resolutions are attached hereto as Appendix A and incorporated herein. <br /> <br />3. Attorney's Opinion Letter. Prior to the execution of this contract by the STATE, the BORROWER <br />shall submit to the STATE a letter from its attorney stating that it is the attorney's opinion that the <br />person signing for the BORROWER was duly elected or appointed and has authority to sign such <br />documents on behalf of the BORROWER and to bind the BORROWER; that the BORROWER'S <br />shareholders and board of directors have validly adopted resolutions approving this contract; that <br />there are no provisions in the BORROWER'S articles of incorporation or by-laws or any state or <br />local law that prevent this contract from binding the BORROWER; and that the contract will be valid <br />and binding against the BORROWER if entered into by the STATE. <br /> <br />4. Promissory Note Provisions. The Promissory Note setting forth the terms of repayment and <br />evidencing this debt in the amount of $16,000 at 4%% interest for a term of 10 years, is attached <br />as Appendix B and incorporated herein. <br /> <br />5. Warranties. <br /> <br />a. The BORROWER warrants that by acceptance of the loan money pursuant to the terms of this <br />contract and by the BORROWER'S rpere. .'on herein, the BORROWER shall be estopped <br />from asserting for any reason thO. i..... ..... t rized or obligated to repay the loan money to <br />the STATE as required by this co~a .. ; <br /> <br />b. The B<:>RROWER w~.r. ra. nts. tha. t ~I h .fGi........... L.. .;.1.... r n.. h.or..i..ty to .e. nte. r into thi.s c..o... nt~act.. The <br />executIon and delivery of tFl~ ra~r\..l e performance and observation of Its terms, <br />conditions and obligations It een duly authorized by all necessary actions of the <br />BORROWER. <br /> <br />c. The BORROWER warrants that it has not employed or retained any company or person, other <br />than a bona fide employee working solely for the BORROWER, to solicit or secure this contract <br />and has not paid 0r agreed to pay any person, company, corporation, individual, or firm, <br />other thana bona fide employee, any fee, commission, percentage, gift, or other <br />consideration contingent upon or resulting from the award or the making of this contract. <br /> <br />d. The BORROWER warrants that the property identified in the Collateral Provisions of this <br />contract is not encumbered by any other liens of any party other than the STATE or in any <br />other manner. <br /> <br />7. Collateral. Part of the security provided for this loan, as evidenced by the executed Assignment <br />of Certificate of Deposit attached as Appendix C and incorporated herein, shall be an undivided <br />one hundred percent (100%) interest in a certificate of deposit account established by the <br />BORROWER in the amount of one annual loan payment ($2,046.99), hereinafter referred to as CD <br />ACCOUNT. The STATE shall use the funds contained in the CD ACCOUNT for the purpose of paying <br />principal and interest due under this contract not otherwise paid by the BORROWER. Any amount <br />withdrawn by the STATE for this purpose shall be replenished by the BORROWER within sixty days <br />after such withdrawal. The STATE shall not disburse any loan funds under this contract until the <br />BORROWER has established the CD ACCOUNT. <br /> <br />River Oaks On The Roaring Fork <br />Property Owners Association, Inc. <br /> <br />Page 3 of 11 <br /> <br />Loan Contract <br />