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project costs, including the CWCB loan origination fee of 1 %, and <br />2. to levy and collect assessments from the shareholders in an amount sufficient to pay the annual <br />amounts due under the Loan Contract, and to pledge assessment revenues and the Company's <br />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 ComPANY <br />revenues, and <br />4. to make the annual payments required by the promissory note and to make annual deposits to a <br />debt service reserve fund, and <br />5. to pledge the May Pipeline as collateral for the loan and execute all documents, including a deed <br />of trust, necessary to convey a security interest in said property to the CWCB, <br />6. 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 />7. to take such other actions and to execute such other documents as may be necessary to <br />consummate and implement the loan. <br />BE IT FURTHER RESOLVED that the foregoing Resolution is irrepealable <br />during the term of the loan. <br />WE, BEING ALL OR A MAJORITY OF THE SEVEN DIRECTORS OF THE <br />COMPANY, HEREBY APPROVE the foregoing Resolution this t day of June 0 2. <br />Director / Director <br />Director. Director X17 <br />Director <br />Director <br />Director <br />CERTIFICATION <br />IT IS HEREBY CERTIFIED that that this is a true and correct copy of the <br />Resolution duly adopted at a special meeting of the Company's Board of Directors duly called <br />and held as above recited, pursuant the Company's By -Laws, and that said Resolution has not <br />been amended or rescinded; <br />WE HEREBY FURTHER CERTIFY, that the signatures appearing above are the <br />genuine, original signatures of members of the duly appointed President, duly appointed <br />Secretary of the Company, and members of the Board of Directors, respectively; and <br />MVIC — Gen Rep 2 <br />Resolution Re 2012 Loan from CWCB <br />March 27. 2012 <br />Appendix 3a to Loan Contract C150333 <br />Page 2 of 3 <br />