PROJC00622

• Contract/PO #: C153725
• Contractor Name: Windsor Reservoir and Canal Company
• Contract Type: Loan
• Water District: 3
• County: Larimer
• Bill Number: HB 95-1155
• Loan Projects - Doc Type: Contract Documents

RESOLUTION OF THE SHAREHOLDERS
OF THE WINDSOR RESERVOIR & CANAL COMPANY

Concerning a loan in the amount of $1,155,000, which would constitute an additional loan and
Amendment No.1 to Contract No. C153725 with the Colorado Water Conservation Board ("CWCB")
for the purpose of maintenance, repair, improving or replacing outlet structures on Annex, No. 8 and
Elder Reservoir, the following resolutions were adopted by the shareholders of the Windsor Reservoir
& Canal Company ("WRCC") at a meeting held February 1, 2001 at Eaton, Colorado.

a) RESOLVED, to contract with CWCB for an additional loan in the amount of
$1,155,000.00, and to comply with all of the tenus and conditions of the Contract Amendment No. I
and the attachments thereto, including the Promissory Note, Amended Deed of Trust and Amended
Security Agreement (the "Amended Loan Documents");

b) RESOLVED, to pay the indebtedness on behalf of WRCC as represented by the
Amended Loan Documents;

c) RESOLVED, to make and levy assessments sufficient to pay the amounts due under the
Amended Loan Documents and to establish a reserve debt service fund equivalent to one-half (1/2) of
the annual payment thereunder within a period of five (5) years;

d) RESOLVED, to set aside this assessment revenue for both the annual payments and the
reserve debt service fund in a special account separate and apart from other Company revenues to
assure repayment of this revenue to CWCB;

e) RESOLVED, to execute the Amended Deed of Trust as security required by CWCB as
specified in the collateral provisions of the Amended Loan Documents; and

f) RESOLVED, to execute a DCC Amended Security Agreement and associated
Financing Statement to pledge such assessment revenues in favor of CWCB as additional security in
accordance with the pledge of revenues provisions of the Amended Loan Documents.

Dated February 1st, 2001.

WINDSOR RESERVOIR & CANAL COMPANY

By: ~"... /'? ..21...u4~~./""'~
Elmer R. Gustafso , President

ATTEST:

By:

Attachment 1 to Loan Contract C153797 Amendment No.1