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<br />RESOLUTIONS OF THE BOARD OF DIRECTORS
<br />OF THE TUNNEL WATER COMPANY
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<br />The Board of Directors of The Tunnel Water Company (Company), at a Board of
<br />Directors' meeting held July 11,2001, at Fort Collins, Colorado, adopted the following
<br />resolutions concerning a secured loan from the State of Colorado Water Conservation Board
<br />(State), for the purpose of rehabilitation of a portion of the Laramie-Poudre Tunnel, in the
<br />amount of $2,080,000 or such actual amount, more or less, as may be needed by the Company
<br />and available from the State for up to 90% of the actUal project costs.
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<br />At said meeting, upon motion, second and unanimous vote, it was RESOLVED:
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<br />That Fred Walker, the President of the Company and Dana Parker, Secretary of the
<br />Company, on behalf of the Company, are authorized as follows:
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<br />1.
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<br />to enter into and comply with the terms of a contract with the Colorado Water
<br />Conservation Board for a loan in- the amount of $2,080,000, or such actual amount, more
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<br />or less, as needed to finance up,t0,9p.~ of the project costs, and
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<br />2.
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<br />to levy and collect assessments from the. sp.,[iTeholders in an amount sufficient to pay the
<br />annual amounts due under the Loan Contra9t,.alld to pledge assessment revenues and the
<br />Company's right to receive said revenues for repayment of the loan, and
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<br />3.
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<br />to place said pledged revenues!n ~ specialay<;ount separate and apart from other
<br />Company revenues, and
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<br />4.
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<br />to make the annual payments required by the promissory note and to mal<.e annual
<br />deposits to a debt service fund, and
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<br />5.
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<br />to pledge certain real and personal property of the Company (including the water rights
<br />known and decreed as the Laramie River System of the Tunnel Water Company and an
<br />easement for the Laramie-Poudre Tunnel) as collateral for the loan and execute
<br />documents necessary to convey a security interest in said property to the CWCB, and
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<br />6.
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<br />to execute all documents as required 'bY the loan contract, including, but not limited to, a
<br />Security Agreement, Deed of Trust, AssigJ:lA1~nt of Deposit Account As Security, and a
<br />Promissory Note, and . _'
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<br />7.
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<br />to tal<.e such other actions and to execute such other documents as may be necessary to
<br />consummate and implementthe.Joan. .
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<br />Lastly, upon motion, second and unanimotisvote it was RESOLVED that the above
<br />resolutions are irrepealable during the term of the loan.
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<br />Appendix 3b to Loan Contract C150065
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