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RESOLUTIONS OF THE SHAREHOLDERS <br /> OF LOWER POUDRE AUGMENTATION COMPANY <br /> The Shareholders of Lower Poudre Augmentation Company(Company), at a Shareholders' meeting <br /> held December 10, 2015, at Lucerne, Colorado, adopted the following resolutions concerning a secured loan <br /> from the State of Colorado Water Conservation Board (CWCB), for the purpose of Box Elder Water Rights <br /> Purchase Project in the amount of$454,500.00 or such actual amount, more or less, as may be needed by <br /> the Company and available from the CWCB including the CWCB loan origination fee of 1% of the loan <br /> amount. <br /> At said meeting, the Shareholders charged that these resolutions are irrepealable during the term of the <br /> loan and, pursuant to the Company's bylaws, authorized the Board of Directors and officers, RESOLVED <br /> as follows: <br /> 1. to enter into and comply with the terms of a contract with the Colorado Water Conservation Board for a <br /> loan in the amount of$454,500.00, or such actual amount, more or less, as needed to finance the project <br /> 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 amounts <br /> due under the LOAN CONTRACT, and to pledge assessment revenues and the Company's right to receive <br /> 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 revenues, <br /> and <br /> 4. to make the annual payments required by the PROMISSORY NOTE and to make annual deposits to a debt <br /> service reserve fund, and <br /> 5. to pledge the Company's well augmentation fee assessment revenues backed by an assessment <br /> covenant and an undivided one hundred percent(100%) interest in the water shares purchased with the <br /> loan proceeds as COLLATERAL for the loan and <br /> 6. to execute all documents as required by the LOAN CONTRACT, including, but not limited to, a PROMISSORY <br /> NOTE,SECURITY AGREEMENT and DEED OF TRUST, necessary to convey a security interest in said property <br /> to the CWCB, and <br /> 7. to take such other actions and to execute such other documents as may be necessary to consummate <br /> and implement the loan. <br /> CERTIFICATION <br /> THE UNDERSIGNED, RESPECTIVELY, THE PRESIDENT AND SECRETARY OF THE COMPANY, HEREBY CERTIFY THAT <br /> THE FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF THE <br /> COMPANY'S SHAREHOLDERS DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT TO THE COMPANY'S <br /> BYLAWS,AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESC DED. <br /> GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE Gv DAY O -tom 201ii <br /> (S E A L) <br /> By 0'%',7 Signature <br /> ATTEST: <br /> NAME: M/Gi{AEL Alv tJaE,cJ 4e-ie 6 <br /> By <br /> ignature of Corporate Secretary TITLE: ri& I i)EAJ r <br /> DATE: 41,//). 2Z9 l sJ <br /> DATE: /Z , /o, ze/5 <br /> Appendix 4a <br /> Page 1 of 1 <br />