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<br />/........'. <br /> <br />system; and <br /> <br />8. The CONTRACTOR and the ASSIGNEE have requested the STATE to consent to an assignment <br />of the ORIGINAL CONTRACT from the CONTRACTOR to the ASSIGNEE; and <br /> <br />9. The STATE has reviewed the situation and is satisfied that the ASSIGNEE will adequately <br />perform the CONTRACTOR'S duties and obligations under the ORIGINAL CONTRACT; and <br /> <br />10. The STATE, the CONTRACTOR and the ASSIGNEE agree that the ASSIGNEE shall assume all of <br />the CONTRACTOR'S obligations and rights under the ORIGINAL CONTRACT; and <br /> <br />11. With the consent of the CONTRACTOR, the STATE has quitclaimed all of its right, title and <br />interest in the PROJECT, which was conveyed to the STATE by the CONTRACTOR pursuant to the <br />ORIGINAL CONTRACT, to the ASSIGNEE, in exchange for which the ASSIGNEE has conveyed a 100% <br />interest in the PROJECT to the STATE by a deed of trust. <br /> <br />12. The payments on the ORIGINAL CONTRACT are current and the CONTRACTOR is not in default <br />under the ORIGINAL CONTRACT. <br /> <br />NOW THEREFORE, the parties agree that <br /> <br />1. Consideration for this Amendmentto the ORIGINAL CONTRACT consists of the payments which <br />shall be made pursuant to this Amendment and the ORIGINAL CONTRACT and the promises and <br />agreements herein set forth. <br /> <br />2. The parties expressly agree that this Amendment is supplemental to the ORIGINAL CONTRACT <br />and all terms, conditions, and provisions thereof, unless specifically modified herein, are to apply to <br />this Amendment as though they were expressly rewritten, incorporated, and included herein. <br /> <br />3. The ASSIGNEE warrants that its Town Council has complied with all statutory and other <br />requirements and duly passed an ordinance authorizing the ASSIGNEE to enter into the Agreement and <br />Plan for Dissolution with the CONTRACTOR and thereby assume all contractual obligations of the <br />CONTRACTOR, including the repayment of this loan, and to pay all of the CONTRACTOR'S financial <br />obligations, including this loan, from the ASSIGNEE'S water enterprise fund. In addition, the ASSIGNEE'S <br />Town Council has duly passed an ordinance, which is irrepealable during the term of this loan, <br />authorizing the ASSIGNEE to do the following: <br /> <br />a. Enter into and comply with all the terms of the ORIGINAL CONTRACT including this contract <br />amendment, with the STATE, and <br /> <br />b. Execute a deed of trust conveying a security interest to the STATE in the PROJECT, and <br /> <br />c. Allocate revenues from the ASSIGNEE'S water system enterprise fund sufficient to payoff <br />the loan made under this contract and place those funds in a separate account, apart from <br />other revenues of the ASSIGNEE, to assure repayment of this loan to the STATE, and <br /> <br />d. Sign a security interest in the revenues pledged herein in favor of the STATE to secure the <br />repayment of this loan to the STATE. <br /> <br />Said ordinances are attached hereto as ATTACHMENT 2 and incorporated herein. <br /> <br />Page 2 of 5 <br />