PROJC00470

• Contract/PO #: C150114
• Contractor Name: Loma Ditch and Lateral Company, The
• Contract Type: Loan
• Water District: 72
• County: Mesa
• Bill Number: MC3
• Loan Projects - Doc Type: Contract Documents

RESOLUTIONS OF THE SHAREHOLDERS
OF THE LOMA DITCH AND LATERAL COMPANY

The Shareholders of The Lorna Ditch and Lateral Company (Company), at a Shareholders' meeting held
October~, 2002, at Lorna, Colorado, adopted the follO'Ning resolutions concerning a secured loan from
the State of Colorado Water Conservation Board (eWeS), for the purpose of rehabilitation and underground
piping of the remaining open concrete ditch, in the amount of $250,235 or such actual amount, more or less,
as may be needed by the Company and available from the ewes.

At said meeting, the Shareholders charged that these resolutions are irrepealable during the term of the loan
and, pursuant to the Company's bylaws, authorized the Board of Directors and officers, RESOLVED as
follows:

1. to enter into and comply INith the terms of a contract with the Colorado Water Conservation Board for a
loan in the amount of $250.235, or such actual amount. more or less, as needed to finance the project
costs, and

2. to levy and collect assessments from the shareholders in an amount sufficient to pay the annual
amounts due under the Loan Contract, and to pledge assessment revenues and the Company's right to
receive said revenues for repayment of the loan, and

3. to place said pledged revenues in a special account separate and apart from other COMPANY revenues,
and

4. to make the annual payments required by the promissory note and to make annual deposits to a debt
service reserve fund. and

5. to execute a deed of trust to convey a security interest to the CWCS in the portion of the ditch owned by
the Company that is rehabilitated with the funds of the Loan Contract, and

6. to execute all documents as required by the loan contract, induding, but not limited to, a Security
Agreement and a Promissory Note, and

7. to reduce the loan amount to the cwes by the amount provided to the Company by the amount of
$100,041, more or less, as provided by the NRCS. within sixty (60) days of receipt of said amount, and

8. to take such other actlons and to execute such other documents as may be necessary to consummate
and implement the loan.

CERTIFICATION

THE UNDERSIGNED, RESPECTIVELY, THE PRESIDENT AND SECRETARY OF THE COMPANY, HEREBY CERTIFY
THAT THE FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF
THE COMPANY'S SHAREHOLDERS DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT TO THE COMPANY'S
BYLAWS. AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED,
GIVEN Ur-.;DER OUR HANDS AND THE SEAl OF THE COMPANY THE ...2.BtioAY OF OCTOBER 2002.

(SEA L)

ATTCST'7j 112 . .
8Y~.I-' all.L--.t.~..v
Jack VViWams, Corporate Secretary

Terry Raherford, President
Tn.

Appendix 3b to Loan Contract C150114