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<br />'"'\ <br /> <br />..-', <br /> <br />" <br /> <br />PROMISSORY NOTE <br /> <br />Principal Amount: $60U,OOO Interest Rale: 4 '/.% <br />Term: 30 Years Loan Payment: $35,758,95 <br />Loan Contract: #C153739 Date: April 3, 1997 <br />1, FOR VAJ.UE RECEIVED, the Aristocrat Ranchelle Water Project, Inc. ("BORROWER") promises to pay <br />the State of Colorado Water Conservation Board ("STATE"), the principal sum of $600,000 with <br />annual payments of $35.758.95 based on the Interest rate of 4Y-% per annum on the outstanding <br />principal balance for a term of 30 years, or until paid in full, pursuant to Loan Contract #C153739 <br />("lOAN CONTRACT"). <br />2. The first Installment shall be due one year from the date the STATE determines that the PROJECT <br />described In the lOAN CONTRACT has been substantially completed, and annually thereafter until the <br />entire prindpal sum and any accrued interest shall have been paid In full. <br />3. All payments received shall be applied first to accrued interest and then to the retirement of the <br />principal. Payments shall be made payable to the Colorado Water Conservation Board and mailed <br />to 1313 Sherman Street, Room 721, Denver, Colorado 80203. <br />4. This Note may be prepaid In whole or In part at any time without premium or penalty, with <br />prepayments applied first to any accrued Interest and then to reduce the principal amount. Any <br />partial prepayment shall not postpone the due date of any subsequent payments or change the <br />amount of such payments. <br />5. This Note is Issued pursuant to the lOAN CONrRAcT between the STATE and the BORROWER. The <br />lOAN CONTRACT creates security Interests In favor of the STATE to secure Ihe prompt payment of all <br />amounts which may become due hereunder. The security interests, evidenced by the following <br />documents: (1) security agreement dated April 3, 1997, securing BORROWER'S pledge of revenues; <br />and (2) security agreements and deeds of trust to be executed as title to each component of the Is <br />acquired by the BORROWER, cover certain revenues and real property of the BORROWER. The LOAN <br />CONTRACT, Security Agreements, and Deeds (If Trust grant additional rights to the STATE, including <br />the right to accelerate the maturity of this Nole In certain events. <br />6. If any payment of principal ar Interest is not paid promptly when due or any default under the lOAN <br />CONTRACT or the security agreements or deeds of trust, or assignment securing this Note occurs, <br />the STATE may declare the entire outstanding principal balance of the Note, and all accrued <br />interest. Immediately due and payable, withol,t notice or demand, and the Indebtedness shall bear <br />Interest at the rate of 15% per annum from the dale of default. <br />7. The BORROWER, any guarantor, and any o~her person who is now or may hereafter become <br />primarily or secondarily liable for the payment of this Note or any portion thereof hereby agree that <br />if this Note or interest thereon is not paid when due or suit is brought, then It shall pay all <br />reasonable costs of collection, Including reasonable attorney fees. In the event of any bankruptcy <br />or similar proceedings, costs of collection shall Include all costs and attomey fees InculTed in <br />connection with such proceedings, including the fees of counsel for attendance at meetings of <br />creditors' committees or other committees. <br />8. This Note shall be governed in all respects by the laws of the State of Colorado. <br /> <br />BORROWER: Aristocrat Ranchette Water Project, Inc. <br /> <br /> <br />8r~~r~f <br />C L. Clamp, President <br /> <br />SEAL <br /> <br />I <br /> <br />Appendix B to Loall Contract #C153739 <br />