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) ) , the assessment revenues and the BORROWER'S right to receive those revenues pledged herein in accordance with the Pledge of Property Provisions of this contract; and g. To execute Security Agreements, Deeds of Trust and Stock Assignments to secure the Shares as specified in the Collateral Provisions of this contract. Said resolution is attached hereto as AppendiX 1 and incorporated herein. . 4. Attorney's Opinion Letter. Prior to the execution of this contract by the STATE, the BORROWER shall submit to the STATE a letter from its attomey stating that it is the attomey's opinion that the person signing for the BORROWER was duly elected or appointed and has authority to sign such documents on behalf of the BORROWER and to bind the BORROWER; that the BORROWER'S board of directors has validly adopted a resolution approving this contract; that there are no provisions in the BORROWER'S articles of incorporation or by-laws or any state or local law that prevent this contract from binding the BORROWER; and that the contract will be valid and binding against the BORROWER if entered into by the STATE. 5. Promissory Note Provisions. The Promissory Note setting forth the terms of repayment and evidencing this debt is attached as Appendix 2 and incorporated herein. a. Revision Of Promissory Note. In the event the Borrower does not use all of the loan funds for the Project, the Promissory Note may be adjusted in accordance with the Changes Provisions of this contract. b. Interest During Completion of PROJECT. As the loan funds are disbursed by the STATE to the BORROWER during PROJECT completion, intE3rest shall accrue at the rate of 3%. The amount of the interest accrued during PROJECT completion on the funds that have been disbursed shall be calculated by the STATE, and the BORROWER shall repay that amount to the STATE either:within ten (10) days after the date the STATE determines that the PROJECT has been substantially completed, or, at the STATE'S discretion, the amount shall be deducted from the final disbursement of loan funds.that the STATE makes to the BORROWER. c. The Amortization Schedule,attached hereto as Appendix 3 and incorporated herein, sets forth how the annual. payments will be allocated to the payment of accrued interest and to the reduction of principal. 6. Changes. The STATE may decrease the amount of the loan under this contract or extend the time for completion of the PROJECT through a REVISION LETTER, approved by the State Controller or his designee, in the form attached hereto as Appendix 4 The REVISION LETTER shall not be valid until approved by the State Controller or such assistant as he may designate. Upon proper execution and approval, the REVISION LETTER shall become an amendment to this contract and, except for the Special Provisions of the contract, the REVISION LETTER shall supersede the contract in the event of a conflict between the two. The parties understand and agree that the REVISION LETTER may be used only for decreasing the final loan amount or to extend the time for completion of the PROJECT. 7. Warranties. a. The BORROWER warrants that by acceptance of the loan money pursuant to the terms of this contract and by the BORROWER'S representation herein, the BORROWER shall be estopped from asserting for any reason that it is not authorized or obligated to repay the loan money to the STATE as required by this contract. b. The BORROWER warrants that it has full power and authority to enter into this contract. The execution and delivery of this contract and the performance and observation of itS terms, conditions and obligations have been duly authorized by all necessary actions of the Lower Arkansas Water Management Association Page 3 of 10 Loan Contract