C150318 Contract

• Contract/PO #: C150318
• Contractor Name: Last Chance Ditch Company
• Contract Type: Loan
• Water District: 5
• County: Weld
• Loan Projects - Doc Type: Contract Documents

RESOLUTIONS OF THE SHAREHOLDERS
OF LAST CHANCE DITCH COMPANY
The Shareholders of Last C ance Ditch Company (Company), at a Shareholders' meeting
held -*� , 2011, at , Colorado, adopted the following resolutions concerning a
secured loan from the State of Colorado Water Conservation Board (CWCB), for the purpose of
constructing the Ditch Headworks Replacement Project in the amount of $185,436 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 Shareholders charged that these resolutions are irrepealable during
the term of the loan and, pursuant to the Company's bylaws, authorized the Board of Directors
and officers, 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 $185,436, or such actual amount, more or less, as needed to
finance the project costs, including the CWCB loan origination fee of 1 %, and
2. 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 Company's water rights 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, RESPECTIVELY, THE PRESIDENT AND SECRETARY OF THE COMPANY, HEREBY
CERTIFY THAT THE FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A
MEETING OF THE COMPANY'S SHAREHOLDERS DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT
TO THE COMPANY'S BYLAWS, AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED.
GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE DAY OF O C404 CT 2011.
(SEAL)
,James French, President
ATTEST:
By .
Harold Nelson, Corporate Secretary
Appendix 3a to Loan Contract 0150318