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F. Annual Statement of Debt Coverage. Each year during the term of this Contract, the
<br /> Borrower shall promptly submit, to CWCB, a copy of the annual audit report of an audit
<br /> performed on Borrower's records that relates to this Contract or the Project.
<br /> G. Pledged Revenues During Loan Repayment. The Borrower shall not sell, convey, assign,
<br /> grant,transfer, mortgage, pledge, encumber, or otherwise dispose of the Pledged Revenues,
<br /> so long as any of the principal, accrued interest, and late charges, if any, on this loan remain
<br /> unpaid,without the prior written concurrence of the CWCB.
<br /> 15. RELEASE AFTER LOAN IS REPAID
<br /> Upon complete repayment to the CWCB of the entire principal, all accrued interest, and late
<br /> charges, if any, as specified in the Promissory Note, the CWCB agrees to release and terminate
<br /> any and all of the CWCB's right,title, and interest in and to the Pledged Revenues.
<br /> 16. WARRANTIES
<br /> A. The Borrower warrants that, by acceptance of the loan under this Contract and by its
<br /> representations herein,the Borrower shall be estopped from asserting for any reason that it is
<br /> not authorized or obligated to repay the loan to the CWCB as required by this Contract.
<br /> B. The Borrower warrants that it has not employed or retained any company or person, other
<br /> than a bona fide employee working solely for the Borrower,to solicit or secure this Contract
<br /> and has not paid or agreed to pay any person,company,corporation,individual,or firm,other
<br /> than a bona fide employee, any fee, commission, percentage, gift, or other consideration
<br /> contingent upon or resulting from the award or the making of this Contract.
<br /> C. The Borrower warrants that the Pledged Revenues for this loan are not encumbered by any
<br /> other deeds of trust or liens of any party other than the CWCB or in any other manner,except
<br /> for the Existing Parity Loans which sets forth the position of the lien created by this Contract
<br /> in relation to any existing lien(s). Documentation establishing the relative priorities of said
<br /> liens, if necessary, is attached to the Project Summary and incorporated herein.
<br /> 17. OPERATION OF PROJECT
<br /> The Borrower shall,without expense or legal liability to the CWCB,manage,operate,and maintain
<br /> the Project continuously in an efficient and economical manner.
<br /> 18. DISPUTE RESOLUTION
<br /> A. Initial Resolution
<br /> Except as herein specifically provided otherwise,disputes concerning the performance of this
<br /> Contract which cannot be resolved by the designated Contract representatives shall be
<br /> referred in writing to a senior departmental management staff member designated by the State
<br /> and a senior manager designated by Borrower for resolution.
<br /> B. Resolution of Controversies
<br /> i. Resolution of Controversies other than Loan Default
<br /> For any dispute not involving Borrower's default on the Loan, if the initial resolution
<br /> described in §18.A., fails to resolve the dispute within 60 Business Days, Borrower
<br /> shall submit any alleged breach of this Contract by the State to the Procurement Official
<br /> of the Colorado Department of Natural Resources as described in §24-101-301(30),C.R.S.
<br /> for resolution in accordance with the provisions of§§24-106-109, 24-109-101.1, 24-
<br /> 109-101.5, 24-109-106,24-109-107,24-109-201 through 24-109-206, and 24-109-501
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<br /> Contract Number:CT2018-3303
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