C150264 Contract

• Contract/PO #: C150264
• Contractor Name: Lower Latham Reservoir Company
• Contract Type: Loan
• Water District: 0
• County: Weld
• Loan Projects - Doc Type: Contract Documents

RESOLUTIONS OF THE BOARD OF DIRECTORS
OF LOWER LATHAM RESERVOIR COMPANY
T e Board of Directors of Lower Latham Reservoir Company (Company), at a meeting
held 1 ~ , 2008, at ~~~.~(- Colorado, adopted the following resolutions concerning a
secured loan from the State of C lorado Water Conservation Board (CWCB), for the purpose of
acquiring surface water rights from the Schmidt Farm in the amount of $670,640 or such actual
amount, more or less, as may be needed by the Company and available from the CWCB
including the CWCB loan origination fee of 1 % of the loan amount.
At said meeting, the Board charged that these resolutions are irrepealable during the term
of the loan and, pursuant to the Company's bylaws, authorized the President and Corporate
Secretary, RESOLVED as follows.
1. to enter into and comply with the terms of a contract with the Colorado Water Conservation
Board for a loan in the amount of $670,640, or such actual amount, more or less, as needed to
finance the project costs, including the CWCB loan origination fee of 1 %, and
2. if Company revenues are insufficient to cover annual amounts due under the Loan Contract, to
levy and collect assessments from the shareholders in an amount sufficient to pay the annual
amounts due under the Loan Contract, and to pledge assessment revenues and the Company's
right to receive said revenues for repayment of the loan, and
3. to place said pledged revenues in a special account separate and apart from other COMPANY
revenues, and
4. to make the annual payments required by the promissory note and to make annual deposits to
a debt service reserve fund, and
5. to pledge the water rights, consisting of 2 shares of the Lower Latham Ditch Company, as
collateral for the loan and execute all documents, including a security agreement and deed of
trust, necessary to convey a security interest in said property to the CWCB,
6. to execute all documents as required by the loan contract, including, but not limited to, a
Security Agreement and a Promissory Note, and
7. to take such other actions and to execute such other documents as may be necessary to
consummate and implement the loan.
CERTIFICATION
THE UNDERSIGNED, THE PRESIDENT AND THE CORPORATE SECRETARY HEREBY CERTIFY THAT THE
FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF THE
COMPANY'S BOARD OF DIRECTORS DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT TO THE
COMPANY'S BYLAWS, AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OnR; RESCINDED.
GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE ZT~"L-°DAY OF 1 `" lam" 2008.
(SEAL)
By G
De nis Hoshiko, President
ATTES{T~
Bye °~; ~~.~~~?'~
i~~/ ,
Kevin Chesnut, Corporate Secretary
Appendix 3 to Loan Contract C150264