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K1:JVLU1lU1VJ Ur' '1'HL+' IiVAlZU Ul+� ll1K1� <br />'�' THE SOUTH SIDE DITCH COM NY <br />The Board of Directors of the South Side Ditch Company (Company), vote called on <br />Apri19, 2008, via email , adopted the following resolutions concerning a secured loan <br />from the State of Colorado Water Conservation Board (CWCB), for the purpose of <br />rehabilitation of certain components of the ditch system including certain hydraulic <br />structures and lining portions of the ditch, to increase the original loan amount of $72,720 <br />by $15,150 to an adjusted amount of $87,870 or such actual amount, more or less, as may <br />be needed by the Company and available from the CWCB, in addition to the CWCB loan <br />origination fee in the amount of 1% of the loan amount. <br />The said email vote, the Board charged that these resolutions are irrepealable during the <br />term of the loan and, pursuant to the Company's bylaws, authorized the President and <br />Corporate Secretary, RESOLVED as follows. <br />1. to enter into and comply with the terms of a contract with the Colorado Water <br />Conservation Board for an increase of $15,150 to the originalloan amount of <br />$72,720 to and adjusted loan amount of $87,870, or such an actual amount, more <br />or less, as needed to finance the project costs, plus the CWCB loan origination fee <br />of 1% of the loan amount and <br />2. to levy and collect assessments from the shareholders in an amount sufficient to <br />pay the annual amounts due under the Loan Contract, and to pledge assessment <br />revenues and the Company's right to receive said revenues for repayment of the <br />loan, and <br />3. to place said pledged revenues in a special account separate and apart from other <br />Company revenues, and <br />4. to make the annual payments required by the promissory note and to make annual <br />deposits to a debt service reserve fixnd, and <br />5. to execute a deed of trust to convey a security interest to the CWCB in the <br />Company's ditch system including certain hydraulic structures and portions of the <br />ditch that is relined with the CWCB loan, and <br />6. to execute alI documents as required by the loan contract, including, but limited <br />to, a Security Agreement and a Promissory Note, and <br />7. to take 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 by email vote of the <br />Company's Board of Directors duly recorded as received in response to the above recited, <br />pursuant to the Company's bylaws, and that said resolutions have not been amended or <br />rescinded. <br />Given under our hands and seal of the Comp y on the 9th day of April, 2008. <br />- .--� <br />i= — - gy =� ���` � � � =���� ��� <br />�.--' �" Gale Be ardt, President <br />ATT�'�': -���-�' <br />: <br />� � <br />T. Stephens, Secretary <br />Appendix B to Loan Contract C150129 <br />