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<br />2. Rights and Privileges: The rights, privileges and <br />obligations of all members shall be equal. <br /> <br />FIFTH <br />Not for Profit <br /> <br />Said Corporation shall be deemed a CORPORATION NOT FOR PROFIT <br />under the laws of the State of Colorado, and the members of the <br />Corporation shall not be subject to the payment of corporate debts <br />to any extent whatsoever. <br /> <br />SIXTH <br />Directors <br /> <br />The affairs and management of said corporation, including the <br />authority to execute conveyances and encumbrances of all or any <br />part of the corporate property, shall be managed by a Board of <br />Directors, consisting of (5) five members, to-wit; Dick Evans, <br />Cliff Walter, Bert potestio, John Sliman, Jack Miles, are hereby <br />designated to act as such Board of Directors for the first year of <br />existence of said Corporation, and until their successors are <br />elected or appointed or qualified, in accordance with the Bylaws of <br />said Corporation. <br /> <br />SEVENTH <br />Registered Office and Registered Agent <br /> <br />The principal office of AGUA shall be located in the City of <br />Manzanola, County of Otero, and State of Colorado, but said <br />Corporation shall have the power to conduct all or a part of its <br />business beyond the State of Colorado. The Registered Office of <br />said Corporation shall be located at AGUA, 107 South Park, <br />Manzanola, CO 81058. The Name of the registered agent at such <br />address is Beverly Eckerdt. <br /> <br />EIGHTH <br />By Laws <br /> <br />The directors shall have the power to make such prudential <br />Bylaws as they may deem proper for the management of said <br />Corporation, in accordance with the applicable statutes and decrees <br />of the State of Colorado. To the extent permitted by applicable <br />Colorado law, directors of the Association shall not be held <br />personally liable to the Corporation or its members for monetary <br />damages for breach of fiduciary duty as a director. <br /> <br />4 <br /> <br />t(Q)f1f <br />