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,. '. Govemmentallmmunity Act, now and as hereafter amended. 5. BORROWER'S indemnification of the STATE. The BORROWER shall, without expense or legal liability to the STATE, manage, operate, and maintain the PROJECT in an efficient and economical manner. The BORROWER agrees to indemnify and hold the STATE harmless from any liability incurred by the STATE as a result of the STATE'S interest in the PROJECT facilities. 6. BORROWER'S liability insurance. Upon execution of this contract and continuing until complete repayment of the loan is made to the STATE, the BORROWER shall maintain commercial general liability insurance with a company that is satisfactory to the STATE covering the management, operation, and maintenance of the PROJECT with minimum limits of $1,000,000 combined single limit for each occurrence and $2,000,000 general aggregate, including products/completed operations and personal injury. Said general liability insurance shall name the STATE as additional insured. A copy of a certificate of said insurance and an additional insured endorsement must be filed with the STATE. Evidence of current insurance coverage is to be provided as renewals occur. No loan funds shall be advanced by the STATE without evidence of said current coverage. Throughout the life of this contract, the STATE reserves the right to increase the above amount of insurance so that said amounts at a minimum correspond to the amounts established by the Colorado Govemmental Immunity Act, now and as hereafter amended. 7. BORROWER'S authority to contract. The BORROWER warrants that its stockholders and Board of Directors have, pursuant to the BORROWER'S statutory authority, articles of incorporation, and by-laws, duly adopted resolutions that are irrepealable for the term of this loan contract, authorizing the BORROWER'S President and Secretary to do the following on behalf of the BORROWER: a. To enter into and comply with the terms of this contract with the STATE; b. To levy assessments in 'an amount sufficient to repay the annual amounts due under this contract; c. To make annual payments in a=rdance with the Promissory Note Provisions herein and to make annual deposits into a debt service reserve fund in accordance with the Pledge of Revenue Provisions herein; d. To place the assessment revenues pledged for the annual loan payments and the annual debt service reserve fund deposits into a special account separate and apart from other BORROWER revenues; e. To obtain a certificate of deposit in the amount of one annual loan payment ($16,826.29) to serve as collateral, and to execute an Assignment of Certificate of Deposit as described in the Collateral Provisions herein; and f. To execute a Security Agreement to secure the pledged revenues in a=rdance with the Pledge of Revenues Provisions herein. Said resolutions are attached hereto as APPENDIX A and incorporated herein. 8. Attorney's opinion letter. Prior to the execution of this contract by the STATE, the BORROWER shall submit to the STATE a letter from its attomey stating that it is the attomey's opinion that the person signing for the BORROWER was duly elected or appointed and has authority to sign such documents on behalf of the BORROWER and to bind the BORROWER; that the BORROWER'S stockholders and board of directors have validly adopted resolutions approving this contract; that there are no provisions in the BORROWER'S articles of incorporation or by-laws or any state or local law that prevent this contract from binding the BORROWER; and that the contract will be valid and binding against the BORROWER if entered into by the STATE. 9. Promissory note provisions. The BORROWER understands that this contract is also a promissory note for the repayment of funds loaned according to the terms set forth herein. The Consolidated Extension Canal Company Page40f11 Loan Contract