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RESOLUTIONS OF THE BOARD OF DIRECTORS <br /> OF THE LUPTON BOTTOM DITCH COMPANY <br /> The Board of Directors of The Lupton Bottom Ditch Company(Company),at a meeting held January 23,2018, at <br /> 9490 County Road 25 Fort Lupton,Colorado,adopted the following resolutions concerning a secured loan from the State <br /> of Colorado Water Conservation Board (CWCB), for the purpose of the Lupton Bottom Ditch Company - Diversion <br /> Structure Repair Project(Project),in an amount not to exceed$61o,00o.00 which includes the CWCB LOAN ORIGINATION FEE <br /> of 1%of the BASE LOAN AMOUNT. <br /> At said meeting,the Board charged that these resolutions are irrepealable during the term of the loan and,pursuant <br /> to the Company's bylaws,authorized the President and Corporate Secretary,RESOLVED as follows. <br /> 1. to enter into and comply with the terms of a contract with the Colorado Water Conservation Board for a loan in an amount <br /> not to exceed$61o,000.00,as needed to finance the 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 amounts due under the <br /> LOAN CONTRACT,and to pledge assessment revenues and the Company's right to receive said revenues for repayment of the <br /> loan,and <br /> 3. to place said pledged revenues in a special account separate and apart from other COMPANY revenues,and <br /> 4. to make the annual payments required by the PROMISSORY NOTE and to make annual deposits to a debt service reserve <br /> fund,and <br /> 5. to pledge the yearly Special Project Assessment backed by an assessment covenant and the Project itself,consisting of the <br /> diversion dam and intake structure for the loan,and <br /> 6. to execute all documents as required by the LOAN CONTRACT,including,but not limited to,a PROMISSORY NOTE,SECURITY <br /> AGREEMENT and DEED OF TRUST,necessary to convey a security interest in said property to the CWCB,and <br /> 7. to take such other actions and to execute such other documents as may be necessary to consummate and implement the <br /> loan. <br /> CERTIFICATION <br /> THE UNDERSIGNED,THE PRESIDENT AND THE CORPORATE SECRETARY HEREBY CERTIFY THAT THE FOREGOING ARE TRUE AND CORRECT <br /> COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF THE COMPANY'S BOARD OF DIRECTORS DULY CALLED AND HELD AS ABOVE <br /> RECITED,PURSUANT TO THE COMPANY'S BYLAWS,AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED. <br /> GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE 23RD DAY OF JANUARY,2018 <br /> (SEAL) <br /> BY: P' <br /> Signature <br /> ATTEST: <br /> 4,1) NAME: Joe R Miller <br /> BY: <br /> Signature TITLE: President <br /> NAME: HOWARD CANTRELL DATE: 1/23/2018 <br /> TITLE: SECRETARY/TREASURER <br /> DATE: 1/23/2018 <br /> Appendix 4 <br /> Page 2 of 2 <br />