PROJ00453

• Contract/PO #: C153530
• Contractor Name: DeWeese-Dye Ditch and Reservoir Company
• Contract Type: Loan
• Water District: 12
• County: Custer
• Bill Number: SB 88-30
• Loan Projects - Doc Type: Contract Documents

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EXHIBIT C-2

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RESOLUTION

WHEREAS. the DeWeese-Dye Ditch & Reservoir Company ("the
Company," or "the Contractor"). a non-profit corporation
organized pursuant to the laws of the State of Colorado.
desires to enter into a contract to borrow money from the State
of Colordo through the Colorado Water Conservation Board ("the
State") for the purpose of repairing and rehabilitating its
existing ditch system known as the DeWeese-Dye Ditch for the
benefit of company shareholders; and

WHEREAS. pursuant to the Articles of Incorporation and to
Article V Section Nos. 3 and 4 Of the BY-L~~"of the Company.
the Company has authority to enter into",(<!"'C(jn;t~Slct to borrow
money and incur liability in the nam~'o~k~he ~~~eese-Dye Ditch
& Reservoir Company if the cont~a~t1~p ii~~~d ~~ its President
and its Secretary. and provided Uiat,:a, reso'J;ut iOn by the Board
of Directors shall first by dulY' passeci\at"'\,i':,:f'egular or a
special meeting of the Direct&~>>hauthd~f~~~if/the negotiating
for and the obtaining of a loa'n{bf::",!:he 'sprnpany by contract with
the State; and v...:{;,>,~, \: ,o.'\;;:'}7"
\~~A . <'. :~':. J ~/- ;;
WHEREAS. pursuant(td\t~ Ar~!ples of Incorporation and to
ArtiCle V section No. 2{~(the ~Y-Laws of the Company. the
Compa~y h~s.the authority~~p levy assessments fo: the purpose
of malntalnlng the DeWees&~e Vltch and Reservolr system. and
to make immediate expenditures of money to protect the
interests of Company shareholdetS. and to levy an assessment
for the purpose of diSCharging any lawful contract debt plus
interest. and it is the duty of the Board of Directors to make
an estimate of Company expenses for each year and to make an
assessment covering such expenses in the manner provided in
said Section 2; and

WHEREAS. pursuant to sections 37-60-119 and 37-60-120.
Colorado Revised Statutes. as amended. the State has the
authority to loan money to the Company by the contract for the
purpose of repairing and rehabilitating the DeWeese-Dye Ditch
providE~ that the Company assures the repayment of the loan
money plus interest; and

WHEREAS. the Company and the State have negotiated a
contract for the loan of money to the Company. which contract
requires certain terms and conditions and complete repayment to
the State by the terms therein. and requires the Company to
take all acts necessary to lawfully enter into this contract
and incur this liability and assure repayment to the State.
including: the adoption of a resolution approving this
contract; and the levy of assessments to assure repayment of
the contract; and the execution of a security interest in such
assessment revenues in favor of the State; and the setting
aside of such assessment revenueS in a separate fund
unavailable for any other uses,

EXHIBIT C-2

8606E

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