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<br />Promissory Note
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<br />Date December 14, 2000 Date of COmpletion...Df3.Crn,t3E.f: ..1-) 2fJO
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<br />1. FOR VALUE RECEIVED,lhe,Tunnel Water Company ("BORROWER") promises to pay the State of Colorado
<br />Water Conservation Board ("STATE"), the principal sum of One Miilion Six Hundred Thousand Dollars
<br />($1,600,000) plus interest at the rate of 4.5% per annum for a repayment term of thirty (30) years, pursuant to
<br />Loan Contract No. C150052 ("LOAN CONTRACT").
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<br />2. Principal and interest shall be payable in equal installments of $9B,226.47, with the first payment due and
<br />payable one year from the date that the State determines that the project is substantially complete, and annually
<br />thereafter until all principal, interest, and all late charges, if any, have been paid in full. All principal, interest, and
<br />iate charges, if any, then remaining unpaid shall be due and payable 30 years thereafter.
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<br />3. Payments shall be made payable to the Colorado Water Conservation Board and mailed to 1313 Sherman
<br />Street, Room 721, Denver, Colorado 80203.
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<br />4. If the STATE does not receive the annual payment within 15 calendar days of the due date, the State may
<br />impose a late charge in the amount of 5% of the annual payment.
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<br />5. This Note may be prepaid in whole or in part at any time without premium or penalty. Any partial prepayment
<br />shall not postpone the due date of any subsequent payments or change the amount of such payments.
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<br />6. All payments received shall be appiied first to late charges, if any, next to accrued interest and then to reduce
<br />the principal amount.
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<br />7. This Note is issued pursuant to the LOAN CONTRACT between the STATE and the BORROWER. The LOAN
<br />CONTRACT creates security interests in favor of the STATE to secure the prompt payment of all amounts that
<br />may become due hereunder. The security interests, evidenced by a Security Agreement and a Deed of Trust of
<br />even date and loan amount, cover certain revenues and property of the, BORROWER. The LOAN CONTRACT,
<br />Security Agreement, and Deed of Trust grant additional rights to the STATE, including the right to accelerate the
<br />maturity of this Note in certain events.
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<br />8. If any annual payment is not paid when due or any default under the LOAN CONTRACT. or the Security Agreement
<br />or Deed of Trust or Assignments securing this Note occurs, the STATE may declare the entire outstanding
<br />principal balance of the Note, all accrued interest, and any outstanding late charges immediately due and
<br />payable, and the indebtedness shall bear interest at the rate of 7% per annum from the date of default. The
<br />STATE shall give the BORROWER written notice of any alleged default and an opportunity to cure within thirty
<br />(30) days of receipt of such notice before the BORROWER shall be considered in default for purposes of this
<br />Promissory Note.
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<br />9. The BORROWER, any guarantor, and any other person who is nOW or may hereafter become primarily or
<br />secondarily liable for the payment of this Note or any portion thereof hereby agree that if this Note or interest
<br />thereon is not paid when due or if suit is brought, then it shall pay all reasonable costs of collection, including
<br />reasonable attorney fees. In the event of any bankruptcy or similar proceedings, costs of collection shall Include
<br />all costs and attorney fees incurred in connection with such proceedings, including the fees of counsel for
<br />attendance at meetings of creditors' committees or other committees.
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<br />". .~_~~,T~~~~~.s.hall be governed in all respects by the laws of the State.f/.2olorado.
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<br />,,- ,>-.............,cc>\. BORROWER: ... Tunnel Water Company, a Colorado
<br />'c..;.".... 'C''' -":"::'(" nonprofit corporation
<br />, _: . " (SEA;!..:) q::- f (J . /J
<br />i~tr-'":""_ _.>"::J ,', By S a..{ t~
<br />;~":~:;>.'.'.:. "ill. ',;-.:..>'., ",' >;~f.I,','. ~ i Fred Walker, President
<br />;~:~;'.}\i-l~!\~S!:,., .~.'~' :_~i~_~:~\,-"" /
<br />'~:~9\';:'":'~'; ~'ift!J1tl_ . w./
<br />..... .' . . Gorporate Secretary
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<br />Appendix 2 to Loan Contract C150052
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