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SECURITY AGREEMENT <br />(PLEDGE OF REVENUES) <br />DATE: AUGUST 12, 2008 <br />DEBTOR: GRANBY DITCH AND RESERVOIR COMPANY <br />SECURED PARTY: COLORADO WATER CONSERVATION BOARD <br />PROMISSORY NOTE: $254,520, DATED AUGUST 12, 2008 <br />TERMS OF REPAYMENT: 2.35% PER ANNUM FOR 30 YEARS <br />LOAN CONTRACT: C150266, DATED AUGUST 12, 2008 <br />Co��aTERa�: All revenues derived from assessments on stock and all of <br />Debtor's right to receive said assessment revenues to repay <br />the loan as described in Pledge of Property provisions of the <br />LOAN CONTRACT and Debtor's Resolutions adopted <br />, � , 2008. <br />To secure paymerrt of the loan evidenced by the PROMissoRY NoTE payable in accordance <br />Wlth th6 TERMS OF REPAYMENT or until all principal, interest, and late charges, if any, are paid in <br />full, the DEBTOR grarrts to SECURED PARTY a security interest in the above described <br />COLLATERAL. <br />DEBTOR EXPRESSLY WARRANTS AND COVENANTS: <br />1. That except for the security interest granted hereby and any other security interests <br />described in Section 5 of the Loan Contract Project Summary, DEBTOR is the ov►mer of the <br />Co�wTeRa� free from any adverse lien, security interest or encumbrances; and that DEaTOR <br />will defend the COLLATERAL against all claims and demands of all persons at any time <br />claiming the same or any interest therein. <br />2. That the execution and delivery of this agreement by DEeTOR wifl not violate any law or <br />agreement goveming DEeTOR or to which DEBTOR is a party. <br />3. To not permit or allow any adverse lien, security interest or encumbrance whafsoever upon <br />the Co��arERA� and not to permit the same to be attached or replevined. <br />4. That by its acceptance of the loan money pursuant to the terms of the CoNTw�cT and by its <br />representations herein, DEBTOR shall be estopped from asserting for any reason that it is not <br />authorized to grant a security interest in the Cou.aTERa� pursuant to the terms of this <br />agreement. <br />5. To pay all taxes and assessments of every nature which may be levied or assessed against <br />th@ COLLATERAL. <br />6. That the DEBTOR's articles of incorporatian and by-laws do not prohibit any term or condition <br />of this agreement. <br />UNTfL �EFAULT DEeTOR may have possession of the COLLATERAL provided that <br />DEBTOR keeps the Co�u�rERA� in an account separate from other revenues of DEBTOR and <br />does not use the Co��TER�� for any purpose not permitted by the CoNTRacr. Upon default, <br />SECURE� PaRrY shall have the immediate right to the possession of the Co�v�rERA�. <br />Appendix 4 to Loan Contract C150266 <br />Page 1 of 2 <br />