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PROMISSORY NOTE <br />Date: October 31, 2008 <br />Borrower: WRCC, Inc. <br />Principal Amount: <br />Interest Rate: <br />$1,285,730 <br />2.55% per annum <br />Term of Repayment: 30 years <br />Loan Contract No. <br />Loan Payment: <br />Payment Initiation Date*: <br />Maturity Date*: <br />C150271, dated October 31, 2008 <br />$61,839.41 <br />�ur� / , zD/D <br />�cc r C'_ bt f z D�/� <br />* Payment Initiation Date and Maturity Date fields are filled in after the project has been <br />substantially completed. <br />"I . FOR VALUE RECEIVED the BoRROwER promises to pay the Colorado Water Conservation Board <br />("CWCB"), the Principal Amount plus Interest for the Term of Repayment, pursuant to the LoaN <br />CoNTw4cT and this promissory note. <br />2. Principal and interest shall be payable in equal Loan Payments, with the first payment due and <br />payable one year from Payment Initiation Date (the date the CWCB determines that the project <br />is substantially complete), and annually thereafter. All principal, interest, and late charges, if <br />any, then remaining unpaid shall be due and payable on or before the Maturity Date. <br />3. Payments shall be made to the Colorado Water Conservation Board at 1313 Sherman Street, <br />Room 721, Denver, Colorado 80203. <br />4. The CWCB may impose a late charge in the amount of 5% of the annual payment if the CWCB <br />does not receive the annual payment within 15 calendar days of the due date. <br />5. 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 the <br />amount of such payments. <br />6. All payments received shall be applied first to late charges, if any, next to accrued interest and <br />then to reduce the principal amount. <br />7. This Note is issued pursuant to the Loa,N CoNTwacT befinreen the CWCB and the BoRROwER. <br />The LoArv CoNT�Cr creates security interests in favor of the CWCB to secure the prompt <br />payment of all amounts that may become due hereunder. Said security interests are evidenced <br />by a Security Agreement ("Security Instruments") of even date and amount and cover certain <br />revenues, real property, water rights and/or accounts of the BoRROwER. The Loarv CoNTw�cT <br />and Security Instruments grant additional rights to the CWCB, including the right to accelerate <br />the maturity of this Note in certain events. <br />8. If any annual payment is not paid when due or any default under the LoAN CotvTt�CT or the <br />Security Ins�ruments securing this Note occurs, the CWCB may declare the entire outstanding <br />Appendix 2 to Loan Contract C150271 <br />Page 1 of 2 <br />