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<br />9. Collateral. The collateral for this loan is described in Section 6 (Collateral) of the
<br />Project Summary, and secured by the instrument(s) attached hereto as Appendix 5
<br />and incorporated herein.
<br />
<br />10. Collateral During Loan Repayment. The BORROWER shall not sell, convey, assign,
<br />grant, transfer, mortgage, pledge, encumber, or otherwise dispose of the Collateral or
<br />the Pledged Property so long as any of the principal, accrued interest, and late
<br />charges, if any, on this loan remain unpaid, without the prior written concurrence of
<br />the CWCB. In the event of any such sale, transfer or encumbrance without the
<br />CWCB's written concurrence, the CWCB may at any time thereafter declare all
<br />outstanding principal, interest, and late charges, if any, on this loan immediately due
<br />and payable. A sale, transfer or encumbrance shall not include the BORROWER'S sale
<br />or lease of its shares, an agreement by the BORROWER to carry foreign water in its
<br />ditch, or a lien that is junior to the lien established under this Contract.
<br />
<br />11. Release After Loan Is Repaid. Upon complete repayment to the CWCB of the entire
<br />principal, all accrued interest, and late charges, if any, as specified in the Promissory
<br />Note, the CWCB agrees to release and terminate any and all of the CWCB's right, title,
<br />and interest in and to the Collateral and the Pledged Property.
<br />
<br />12. Warranties.
<br />
<br />a. The BORROWER warrants that, by acceptance of the loan under this contract and by
<br />its representations herein, the BORROWER shall be estopped from asserting for any
<br />reason that it is not authorized or obligated to repay the loan to the CWCB as
<br />required by this contract.
<br />
<br />b. The BORROWER warrants that it has not employed or retained any company or
<br />person, other than a bona fide employee working solely for the BORROWER, to
<br />solicit or secure this contract and has not paid or agreed to pay any person,
<br />company, corporation, individual, or firm, other than a bona fide employee, any fee,
<br />commission, percentage, gift, or other consideration contingent upon or resulting
<br />from the award or the making of this contract.
<br />
<br />c. The BORROWER warrants that the Pledged Property and Collateral for this loan
<br />are not encumbered by any other deeds of trust or liens of any party other than the
<br />CWCB or in any other manner, except for any existing lien(s) identified in Section 5
<br />(Schedule of Existing Debt) of the Project Summary, which sets forth the position
<br />of the lien created by this contract in relation to any existing Iien(s). Documentation
<br />establishing the relative priorities of said liens, if necessary, is attached to the
<br />Project Summary and incorporated herein.
<br />
<br />13. Change of Ownership of Water Shares During Term of Contract. If the interest
<br />rate for this loan is based on the CWCB's agricultural or blended agricultural and
<br />municipal and/or commercial and/or industrial rates determined by a weighted
<br />average lending rate based on the percent ownership of each lending category within
<br />the borrower's organization, the BORROWER agrees to notify the CWCB of any change
<br />of the ownership of the water rights represented by its shares from irrigation to
<br />
<br />Loan Contract C150208
<br />Page 4 of 11
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