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CONTRACT AMENDMENT <br />Amendment No.1 <br />Original Loan Contract <br />Amendment CMS # 60331 <br />CLIN Routing #09 PDA 00049 <br />(FY09) <br />Contract #C150273 <br />1) PARTIES <br />This Amendment No.1 (AMENDMENT) to the above - referenced ORIGINAL LOAN CONTRACT (hereinafter <br />called the ORIGINAL CONTRACT) is entered into by and between the Ogilvy Augmentation Company, <br />822 r Street, Suite 760, Greeley, CO 80631, a Colorado nonprofit corporation (hereinafter called <br />"BORROWER" or "COMPANY "), and the STATE OF COLORADO (hereinafter called the "STATE ") acting <br />by and through the Department of Natural Resources, Colorado Water Conservation Board, <br />(hereinafter called "CWCB "). <br />2) EFFECTIVE DATE AND ENFORCEABILITY <br />This AMENDMENT shall not be effective or enforceable until it is approved and signed by the Colorado <br />State Controller or designee (hereinafter called the "EFFECTIVE DATE "), but shall be effective and <br />enforceable thereafter in accordance with its provisions. <br />3) FACTUAL RECITALS <br />Ogilvy Augmentation Company was approved for a CWCB loan totaling $523,584 on November 12, <br />2008, which is incorporated herein by reference, to finance the Ogilvy Augmentation Company Well <br />Augmentation Project. The original Deed of Trust recorded in Weld County, Colorado, on September <br />9, 2010, pledged, as collateral, an undivided one - hundred percent interest in six (6) shares of the <br />Greeley Irrigation Company. CWCB, as lien holder, will now take possession of the six (6) shares of <br />Greeley Irrigation Company, until such time as the the loan is paid in full. Stock transfer forms and <br />stock assignment forms will be completed. After the stock certificates are transferred, new stock <br />certificate numbers will be issued by Greeley Irrigation Company. The new stock certificate numbers <br />will be filled in on the Amendment No.1 to Deed of Trust, Contract No. C150273 and the Amendment <br />No.1 to Deed of Trust will be recorded in Weld County, Colorado. <br />4) CONSIDERATION <br />Consideration for this AMENDMENT to the ORIGINAL CONTRACT consists of the payments that shall be <br />made pursuant to this AMENDMENT and ORIGINAL CONTRACT and the promises and agreements herein <br />set forth. <br />The Parties acknowledge that the mutual promises and covenants contained herein and other good <br />and valuable consideration are sufficient and adequate to support this AMENDMENT. The Parties <br />agree to replace the Colorado Special Provisions with the most recent version (if such have been <br />updated since the ORIGINAL CONTRACT and any modification thereto were effective) as part <br />consideration for this AMENDMENT. If applicable, such Special Provisions are attached hereto and <br />incorporated by reference herein as APPENDIX A. <br />5) LIMITS OF EFFECT <br />This AMENDMENT is incorporated by reference into the ORIGINAL CONTRACT, and the ORIGINAL <br />CONTRACT and all prior amendments thereto, if any, remain in full force and effect except as <br />specifically modified herein. <br />6) MODIFICATIONS. <br />The ORIGINAL CONTRACT No. C150273 and all prior amendments thereto, if any, are modified as <br />follows: <br />a) The BORROWER agrees that it shall execute the following documents: <br />I. AMENDMENT No.1 TO DEED OF TRUST, attached hereto as APPENDIX B and incorporated <br />Page 1 of 3 <br />Effective Date: 1/6/09 <br />