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<br /> AMENDED SECURITY AGREEMENT
<br /> DEBTOR: City of Fort Morgan, Colorado Water Works and Distribution Enterprise
<br /> P.O. Box 100, 710 E. Railroad
<br /> Fort Morgan, CO 80701
<br /> FEDERAL TAX NUMBER: 84-6000588
<br /> COUNTY: MORGAN (CODE: 15)
<br /> SECURED PARTY: State Of Colorado, Colorado Cons d
<br /> 1313 Sherman Street, Room 7
<br /> Denver, CO 80203
<br /> DEBTOR, for consideration, hereby grants to SECURED PARTY a s c ' er t in the following
<br /> property and any and all additions, accessions and substitutions thereto for, hereinafter
<br /> called the COLLATERAL: All revenues derived from any sale or lease of the DEBTOR'S interest in
<br /> and the contract rights under (1) the Allotment Contract for Capacity in the Southern Water Supply
<br /> Project Pipeline between the City of Fort Morgan, Colorado, acting by and through the City of Fort
<br /> Morgan, Colorado Water Works and Distribution Enterprise and the Northern Colorado Water
<br /> Conservancy District, acting by and through the Southern Water Supply Project Water Activity
<br /> Enterprise, dated January 14, 1994; (2) the Allotment Contract for Capacity in the Fort
<br /> Lupton/Hudson Pipeline between the City of Fort Morgan, Colorado, acting by and through the
<br /> City of Fort Morgan, Colorado Water Works and Distribution Enterprise and the Northern Colorado
<br /> Water Conservancy District, acting by and through the Southern Water Supply Project Water
<br /> Activity Enterprise, dated August 4, 1995; and (3) the Allotment Contract for Capacity in the
<br /> Morgan Pipeline between the City of Fort Morgan, Colorado, acting by and through the City of Fort
<br /> Morgan, Colorado Water Works and Distribution Enterprise and the Northern Colorado Water
<br /> Conservancy District, acting by and through the Southern Water Supply Project Water Activity
<br /> Enterprise, dated July 14, 1998.
<br /> To secure payment of the obligations evidenced by certain Promissory Note Provisions contained
<br /> in Loan Contract No. C153701, dated August 7, 1995, between the above named parties
<br /> herewith, payable to the SECURED PARTY as follows: $5,500,000 payable in forty annual
<br /> installments in accordance with the Promissory Note Provisions contained in said Loan Contract,
<br /> or until all principal, interest, and late charges, if any, are paid in full.
<br /> This Security Agreement is amended to add a pledge of all revenues derived from any sale
<br /> or lease of the DEBTOR'S interest in and its contract rights under the January 14, 1994
<br /> Allotment Contract and the July 14, 1998 Allotment Contract, both with the Northern
<br /> Colorado Water Conservancy District, acting by and through the Southern Water Supply
<br /> Project Water Activity Enterprise.
<br /> DEBTOR EXPRESSLY WARRANTS AND COVENANTS:
<br /> 1. That except for the security interest granted hereby, DEBTOR is, or to the extent that this
<br /> agreement states that the COLLATERAL is to be acquired after the date hereof, will be, the owner of
<br /> the COLLATERAL free from any adverse lien, security interest or encumbrances; and that DEBTOR
<br /> will defend the COLLATERAL against all claims and demands of all persons at anytime claiming the
<br /> same or any interest therein by, through or under DEBTOR.
<br /> 2. That the execution and delivery of this agreement by DEBTOR will not violate any law or
<br /> agreement governing DEBTOR or to which DEBTOR is a party.
<br /> Attachment A to Loan Contract C153701 Amendment No 1
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