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RESOLUTION NO. 2011-02 <br />SNOwwss WATER & SANITATION DISTRICT <br />The Board of Directors of the Snowmass Water & Sanitation District, a Colorado <br />Special District ("District'), at a meeting held on February 23, 2011 at Snowmass Village, <br />Colorado, adopted the following resolutions concerning a secured loan from the State of <br />Colorado Water Conservation Board (CWCB), to the District, acting by and through its <br />water activity enterprise, to construct the Ziegler Reservoir Water Management System in <br />the amount of $2,873,804.00, or such actual amount, more or less, as may be needed by <br />the District and available from the CWCB including the CWCB ban origination fee of <br />approximately 1% of the ban amount. <br />At said meeting, the Board RESOLVED that these resolutions are irrepealable <br />during the term of the loan and that the President and Secretary of the District be <br />authorized as follows: <br />1 to enter into and comply with the terms of a contract with the Colorado Water <br />Conservation Board for a ban in the amount of $2,873,804.00, or such actual amount, <br />more or less, as needed to finance the project costs, including the CWCB ban <br />origination fee of 1 %, and <br />2. to pledge the District's water activity enterprise revenues for repayment of the loan, and <br />3. to make the annual payments required by the promissory note and to make annual <br />deposits to a debt service reserve fund, and <br />4. to execute all documents as required by the loan contract, including, but not limited to, a <br />Security Agreement and a Promissory Note, and <br />S. to take such other actions and to execute such other documents as may be necessary <br />to consummate and implement the loan. <br />CERTIFICATION <br />THE UNDERSIGNED, THE DISTRICT'S PRESIDENT AND SECRETARY, HEREBY CERTIFY THAT THE <br />FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING <br />OF THE DISTRICT'S BOARD OF DIRECTORS DULY CALLED AND HELD AS ABOVE RECITED, AND <br />THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED. <br />DATED this 23rd day of February, 2011. <br />ATTEST: <br />By_ A474U <br />Joseph . F W1, III, Sec Mary <br />Appendix 3 to Loan Contract ClS031S <br />