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RESOLUTIONS OF THE MEMBERS <br />OF THE ORPHAN WELLS OF WIGGINS, L.L.C. <br />The Members of the Orphan Wells of Wiggins, L.L.C. (Company), at a meeting held <br />2004, at 0 Q .I-IA R N , Colorado, adopted the following resolutions <br />concernino secured loan from the State of Colorado Water Conservation Board (CWCB), for the <br />purpose of construction of a well augmentation and groundwater recharge project in the amount of <br />$1,048,077 or such actual amount, more or less, as may be needed by the Company and available <br />from the CWCB including the CWCB loan origination fee of 1 % of the loan amount. <br />At said meeting, the Members charged that these resolutions are irrepealable during the term of <br />the loan and, pursuant to the Company's bylaws, authorized the Board of Directors and officers, <br />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 $1,048,077, or such actual amount, more or less, as needed <br />to finance the project costs, including the CWCB loan origination fee of 1 %, and <br />2. to levy and collect assessments from the members in an amount sufficient to pay the annual <br />amounts due under the Loan Contract, and to pledge assessment revenues and the Company's <br />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 COMPANY <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 />9. to pledge the recharge project, consisting of the property containing the recharge well, pipeline , <br />and recharge four ponds, as collateral for the loan and execute all documents, including a deed <br />of trust, necessary to convey a security interest in said property to the CWCB, <br />5. 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 />6. 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, RESPECTIVELY, THE PRESIDENT AND SECRETARY OF THE COMPANY, HEREBY <br />CERTIFY THAT THE FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A <br />MEETING OF THE COMPANY'S MEMBER'S DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT TO <br />THE 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 13 DAY OF FA- b 2004. <br />By. J <br />Steve runtz, Pre ent <br />ATTEST:: <br />Chris Metherd, Secretary <br />Appendix 3a to Loan Contract C150159 <br />