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RESOLUTIONS OF THE BOARD OF DIRECTORS <br /> OF THE NORTH POUDRE IRRIGATION COMPANY <br /> The North Poudre Irrigation Company has requested an increase to its existing CWCB Loan <br /> Contract No. CT-2015-024 for the emergency Fossil Creek Reservoir inlet diversion structure <br /> repair(Project). The Project is to repair the Fossil Creek Reservoir inlet ditch structure which was <br /> damaged during the flood of September 2013. The requested increase and loan amount is due <br /> to the final design and bids received in August 2015, before survey data,geotechnical evaluation <br /> and specifications could be prepared due to damages from the flood. This request increases the <br /> existing CWCB loan amount from$481,770.00 to$876,680.00. This is an increase of$394,910.00 <br /> including a loan service fee of 1%. <br /> The Board of Directors of The North Poudre Irrigation Company(Company), at a meeting <br /> held on December 9, 2015, at 3729 Cleveland Avenue, Wellington, Colorado adopted the <br /> following resolutions concerning a secured loan from the State of Colorado Water Conservation <br /> Board (CWCB), which original loan is dated October 21, 2013 under Loan Contract No. C150368, <br /> in the original amount of$481,770.00. This Amendment No. 1 is identified as Loan Contract No. <br /> CT2015-024. <br /> At said meeting, the Board charged that these resolutions are irrepealable during the <br /> term of this loan and, pursuant to the Company's bylaws,authorized the President and Corporate <br /> Secretary, RESOLVED as follows: <br /> 1. to enter into and comply with the terms of Amendment No. 1, Loan Contract <br /> CT2015-024 with the Colorado Water Conservation Board for a loan in the amount of <br /> $876,680.00 or such actual amount, more or less, as needed to finance the project costs, <br /> including the CWCB loan origination fee of 1%; and <br /> 2. to levy and collect assessments from the shareholders in an amount sufficient to <br /> pay the annual amounts due under the CONTRACT AMENDMENT, and to pledge assessment <br /> revenues and the Company's right to receive said revenues for repayment of the loan; and <br /> 3. to place said pledged revenues in a special account separate and apart from other <br /> Company revenues; and <br /> 4. to make the annual payments required by the AMENDMENT TO PROMISSORY <br /> NOTE and to make annual deposits to a debt service reserve funds; and <br /> 5. to pledge as COLLATERAL, for the loan the Company's assessment revenues <br /> backed by a rate and covenant and an undivided one hundred percent (100%) interest in the <br /> FOSSIL CREEK RESERVOIR INLET DIVERSION DAM AND HEADGATE; and <br /> 6. to execute all documents are required by the CONTRACT AMENDMENT including, <br /> but not limited to an AMENDMENT TO PROMISSORY NOTE, AMENDMENT TO SECURITY <br /> APPENDIX D <br />