<br />AMENDED SECURITY AGREEMENT
<br />
<br />DEBTOR:
<br />
<br />City of Fort Morgan, Colorado Water Works and Distribution Enterprise
<br />P.O. Box 100, 710 E. Railroad
<br />Fort Morgan, CO 80701
<br />
<br />84-6000588
<br />
<br />MORGAN (CODE: 15)
<br />
<br />State Of Colorado, Colorado Water Conservation Board
<br />1313 Sherman Street, Room 721
<br />Denver, CO 80203
<br />
<br />DEBTOR, for consideration, hereby grants to SECURED PARTY a security interest in the following
<br />property and any and all additions, accessions and substitutions thereto or therefor, hereinafter
<br />called the COLLATERAL: All revenues derived from any sale or lease of the DEBTOR'S interest in
<br />and the contract rights under (1) the Allotment Contract for Capacity in the Southem Water Supply
<br />Project Pipeline between the City of Fort Morgan, Colorado, acting by and through the City of Fort
<br />Morgan, Colorado Water Works and Distribution Enterprise and the Northem Colorado Water
<br />Conservancy District, acting by and through the Southem Water Supply Project Water Activity
<br />Enterprise, dated January 14, 1994; (2) the Allotment Contract for Capacity in the Fort
<br />Lupton/Hudson Pipeline between the City of Fort Morgan, Colorado, acting by and through the
<br />City of Fort Morgan, Colorado Water Works and Distribution Enterprise and the Northem Colorado
<br />Water Conservancy District, acting by and through the Southern Water Supply Project Water
<br />Activity Enterprise, dated August 4, 1995; and (3) the Allotment Contract for Capacity in the
<br />Morgan Pipeline between the City of Fort Morgan, Colorado, acting by and through the City of Fort
<br />Morgan, Colorado Water Works and Distribution Enterprise and the Northem Colorado Water
<br />Conservancy District, acting by and through the Southem Water Supply Project Water Activity
<br />Enterprise, dated July 14, 1998.
<br />
<br />To secure payment of the obligations evidenced by certain Promissory Note Provisions contained
<br />in Loan Contract No. C153701, dated August 7, 1995, between the above named parties
<br />herewith, payable to the SECURED PARTY as follows: $5,500,000 payable in forty annual
<br />installments in accordance with the Promissory Note Provisions contained in said Loan Contract,
<br />or until all principal, interest, and late charges, if any, are paid in full.
<br />
<br />This Security Agreement is amended to add a pledge of all revenues derived from any sale
<br />or lease of the DEBTOR'S interest in and its contract rights under the January 14, 1994
<br />Allotment Contract and the July 14, 1998 Allotment Contract, both with the Northern
<br />Colorado Water Conservancy District, acting by and through the Southern Water Supply
<br />Project Water Activity Enterprise.
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<br />DEBTOR EXPRESSLY WARRANTS AND COVENANTS:
<br />
<br />FEDERAL TAX NUMBER:
<br />COUNTY:
<br />SECURED PARTY:
<br />
<br />1. That except for the security interest granted hereby, DEBTOR is, or to the extent that this
<br />agreement states that the COLLATERAL is to be acquired after the date hereof, will be, the owner of
<br />the COLLATERAL free from any adverse lien, security interest or encumbrances; and that DEBTOR
<br />will defend the COLLATERAL against all claims and demands of all persons at anytime claiming the
<br />sam'? or any interest therein by, through or under DEBTOR.
<br />
<br />2. That the execution and delivery of this agreement by DEBTOR will not violate any law or
<br />agreement governing DEBTOR or to which DEBTOR is a party.
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<br />Attachment A to Loan Contract C153701 Amendment No.1
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