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RESOLUTIONS OF THE BOARD OF DIRECTORS <br />OF THE SOUTH SIDE IRRIGATION COMPANY <br />D►TC� <br />The Board of Directors of the South Side �ie� Company (Company), a meeting held February <br />�, 2003, at Loveland, Colorado, adopted the following resolutions conceming a secured loan <br />from the State of Colorado Water Conservation Board (CWCB), for the purpose of rehabilitation of <br />certain components of the ditch system including certain hydraulic structures and lining portions of <br />the ditch, in the amount of $72,000 or such actual amount, more or less, as may be needed by the <br />Company and available from the CWCB, in addition to the CWCB loan ongination fee in the <br />amount of 1% of the loan amount. <br />At said meeting, the Board charged that these resolutions are irrepealable during the term of <br />the loan and, pursuant to the Company's bylaws, authorized the President and Corporate <br />Secretary, RESOLVED as follows. <br />1. to enter into and comply with the terms of a contract with the Colorado Water Conservation <br />Board for a loan in the amount of $72,000, or such actual amount, more or less, as needed to <br />finance the project costs, plus the CWDB loan origination fee of 1% of the loan amount and <br />2. to levy and collect assessments from the shareholders in an amount sufficient ta pay the annual <br />amounts due under the Loan Contract, and to pledge assessment revenues and the <br />Company's right to receive said revenues for repayment of the loan, and <br />3. to place said pledged revenues in a special account separate and apart from other CoMPArvY <br />revenues, and <br />4. to make the annual payments required by the promissory note and to make annual deposits to <br />a debt service reserve fund, and <br />5. to execute a deed of trust to convey a security interest to the CWCB in the Company's ditch <br />system including certain hydraulic structures and portions of the ditch that is relined with the <br />CWCB loan, and <br />6. to execute all documents as required by the loan contract, including, but not limited to, a <br />Security Agreement and a Promissory Note, and <br />7. to take such other actions and to execute such other documents as may be necessary to <br />consummate and implement the loan. <br />CERTIFICATION <br />THE UNDERSIGNED, THE PRESIDENT AND THE CORPORATE SECRETARY HEREBY CERTIFY THAT THE <br />FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF THE <br />COMPANY'S BOARD OF DIRECTORS DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT TO THE <br />COMPANY'S BYLAWS, AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED. <br />GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE l0� DAY OF Z003. <br />(SEAL) <br />IA .�� <br />i Whiteside, President <br />Appenaix �p to �oan <br />C 150129 <br />