C150338 Contract

• Contract/PO #: CT2015-051
• Contract/PO #: C150338
• Contractor Name: Eckhardt Farms Inc
• Contract Type: Loan
• Water District: 1
• County: Weld
• Loan Projects - Doc Type: Contract Documents

Nov 1412 07:51 a Frank Eckhardt 970 - 284 -5030 p.2
RESOLUTIONS OF THE SHAREHOLDERS
of Eckhardt Farms, Inc.
The Shareholders of Eckhardt Farms, Inc. (Company), at a Shareholders' meeting held 0j, 2012,
ate, Colorado, adopted the following RESOLLmoNs conceming a secured loan from the State of
Colorado Water Conservation Board (CWCB), for the purpose of the purchase of WATER RIGHTS in the
amount of X1,336,230 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 changed 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 CWCB for a loan in the amount of
$1,336.230, 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 to pledge WATER RIGHTS consisting of twenty -one (21) shares in the
Western Mutual Ditch Company, as more particularly described in the attached DEED OF TRUST
( "Collateral°), valued at an amount equal to or greater than 110% of the LOAN AMOUNT. This is in
accordance with CWCB Financial Policy #5 (Collateral); and
5. to pledge the 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;
and
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 2012.
{S EA _L)
Attest By: V44U-k-4 M=14� A
`�- By: Frank Eckhardt, Preside t
Da id Eckhardt, Corporate Secretary
Appendix 3a to Loan Contract 0180338