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Management dated June 16,2014,among the Board of Commissioners of Larimer County(the"County"), <br /> the City of Fort Collins, Colorado (the "City"), and the Town of Wellington ( the "Town"), and the <br /> Intergovernmental Agreement for the Larimer County Road 52 Project, dated June 16, 2014, among the <br /> Authority, the County, the City, the Town and the Timnath Development Authority, and such certified <br /> proceedings, certificated, documents, opinions and other papers as deemed necessary that: (1) there are <br /> no provisions in the Colorado Constitution or any other State or local law applicable to the <br /> Authority that prevent the Amendment from binding the Authority; and (2)this Amendment will <br /> be valid and binding against the Authority if entered into by the CWCB. <br /> and <br /> the Borrower shall also submit to the CWCB a letter from its general counsel stating,as applicable,that it is <br /> such counsel's opinion that, upon examination of the constitution and the laws of the State of Colorado <br /> (the"State"),the Intergovernmental Agreement for Stormwater Cooperation and Management dated August <br /> 20, 2008, as amended by the First Amendment to Intergovernmental Agreement for Stormwater <br /> Cooperation and Management dated June 16,2014,among the Board of Commissioners of Larimer County <br /> (the"County"),the City of Fort Collins,Colorado(the"City"),and the Town of Wellington(the"Town"), <br /> and the Intergovernmental Agreement for the Larimer County Road 52 Project,dated June 16,2014,among <br /> the Authority,the County,the City,the Town and the Timnath Development Authority,and such certified <br /> proceedings, certificated, documents, opinions and other papers as deemed necessary that: (1) the <br /> Amendment has been duly executed by officers of the Authority who are duly elected or appointed <br /> and are authorized to execute the Amendment and to bind the Authority; and(2)the resolution of <br /> the Authority authorizing the execution and delivery of the Amendment was duly adopted by the <br /> governing body of the Authority. <br /> 6. RESOLUTION <br /> The Borrower has adopted a Loan Resolution,attached as Appendix C,irrepealable for the term of this loan, <br /> authorizing the Borrower to enter into this contract amendment and to execute documents necessary to defer its 2017 <br /> principal payment. <br /> 7. LIMITS OF EFFECT AND ORDER OF PRECEDENCE <br /> This Amendment is incorporated by reference into the Contract,and the Contract and all prior amendments or other <br /> modifications to the Contract, if any, remain in full force and effect except as specifically modified in this <br /> Amendment. Except for the Special Provisions contained in the Contract,in the event of any conflict,inconsistency, <br /> variance, or contradiction between the provisions of this Amendment and any of the provisions of the Contract or <br /> any prior modification to the Contract,the provisions of this Amendment shall in all respects supersede,govern,and <br /> control. The provisions of this Amendment shall only supersede, govern, and control over the Special Provisions <br /> contained in the Contract to the extent that this Amendment specifically modifies those Special Provisions. <br /> [THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK] <br /> Page 3 of 3 Amendment CMS No. 101179 <br />