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<br />Loan Payment: <br /> <br />Payment Initiation Date*: <br /> <br />Maturity Date*: <br /> <br />* Payment Initiation Date and Maturity Date fields are filled in after the project has been <br />substantially completed. <br /> <br />1. FOR VALUE RECEIVED, the BORROWER promises to pay the Colorado Water Conservation <br />Board ("CWCB"), the Principal Amount plus Interest for the Term of Repayment, pursuant to <br />the LOAN CONTRACT and this promissory note. <br /> <br />2. This Promissory Note replaces and supersedes the Promissory Note dated January 1. <br />2005, in the principal amount of $195,435. <br /> <br />3. Principal and interest shall be payable in equal Loan Payments, with the first payment due <br />and payable one year from Payment Initiation (the date the CWCB determines that the <br />project is substantially complete), and annually thereafter. All principal, interest, and late <br />charges, if any, then remaining unpaid shall be due and payable on or before the Maturity <br />Date. <br /> <br />Date: <br /> <br />Borrower: <br />Principal Amount: <br />Interest Rate: <br />Term of Repayment: <br />Loan Contract No.: <br /> <br />PROMISSORY NOTE <br /> <br />January 6, 2006 <br />Buffalo Farms Water Development, LLC <br />$277,245 <br /> <br />2.25% per annum <br /> <br />20 years <br />C 150 191 , dated January 1, 2005 <br />$17,367.20 <br /> <br />4. Payments shall be made to the Colorado Water Conservation Board at 1580 Logan Street, <br />Suite 750, Denver, Colorado 80203. <br /> <br />5. The CWCB may impose a late charge in the amount of 5% of the annual payment if the <br />CWCB does not receive the annual payment within 15 calendar days of the due date. <br /> <br />6. This Note may be prepaid in whole or in part at any time without premium or penalty. Any <br />partial prepayment shall not postpone the due date of any subsequent payments or change <br />the amount of such payments. <br /> <br />7. All payments received shall be applied first to late charges, if any, next to accrued interest <br />and then to reduce the principal amount. <br /> <br />Appendix B <br />Loan Contract C150191 Amendment No.1 <br />Page 1 of 2 <br />