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RESOLUTIONS OF THE SHAREHOLDERS
<br /> OF THE PLUMB&DAILEY DITCH COMPM 4
<br /> yes.4' ; ".."4, r
<br /> The Shareholders of the Plumb & Dailey Ditch Company (Company), aT' h Sha h 'd : ' _ eeting held
<br /> March 22,2000,at Longmont,Colorado,adopted the following res:," sipncerning a Io' om the State
<br /> of Colorado Water Conservation Board(State), for the purpose of 4',„ ti cion structure, in
<br /> the amount of$60,000.00 or such actual amount, more or less, as -a j .e it'*-.' rb ;t ' CE .any and
<br /> available from the State for up to 90%of the actual project costs. `` '
<br /> Nr
<br /> At said meeting,the Shareholders charged that these resolutions are irrepealable during the term of the loan
<br /> and,pursuant to the Company's bylaws,authorized the Board of Directors and officers as follows:
<br /> 1. RESOLVED, to enter into and comply with the terms of a contract with the Colorado Water
<br /> Conservation Board for a loan in the amount of $60,000.00, or such actual amount, more or
<br /> less,as needed to finance up to 90%of the project costs,and
<br /> 2. RESOLVED, to levy and collect assessments from the shareholders in an amount sufficient
<br /> to pay the annual amounts due under the Loan Contract,and to pledge assessment revenues and the
<br /> Company's right to receive said revenues for repayment of the loan,and
<br /> 3. RESOLVED, to place said pledged revenues in a special account separate and apart from
<br /> other Company revenues, and
<br /> 4. RESOLVED, to make the annual payments required by the promissory note and to make
<br /> annual deposits to a debt service reserve fund,and
<br /> 5. RESOLVED, to pledge certain property of the Company as collateral for the loan and execute
<br /> documents necessary to convey a security interest in said property to the CWCB,and
<br /> 6. RESOLVED,to execute all documents as required by the loan contract, including,but not limited
<br /> to,a Security Agreement,Assignment of Deposit Account as Security,and a Promissory Note,and
<br /> 7. RESOLVED,to take such other actions and execute such other documents as may be necessary to
<br /> consummate and implement the loan.
<br /> CERTIFICATION
<br /> THE UNDERSIG D,RESPECTIVELY,THE PRESIDENT AND SECRETARY OF THE COMPANY,HEREBY
<br /> CERTIFY THATliE
<br /> FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED
<br /> AT A MEETING F THE COMPANY'S SHAREHOLDERS DULY CALLED AND HELD AS ABOVE RECITED,
<br /> PURSUANT TO THE COMPANY'S BYLAWS,AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED
<br /> OR RESCINDED.
<br /> GIVEN UNDER UR HANDS AND THE SEAL OF THE COMPANY THE .101 7 DAY OF it4ifFCh 2000.
<br /> By I ii_GGI Lo
<br /> Les Williams,President
<br /> (SEAL)
<br /> ATTEST:
<br /> By //.A.— , ' ,
<br /> M. Caret ill,Corporate Secretary
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