C150086 Contract

• Contract/PO #: C150086
• Contractor Name: Glenwood Irrigation Company, The
• Contract Type: Loan
• Water District: 40
• County: Garfield
• Bill Number: SPL
• Loan Projects - Doc Type: Contract Documents

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GLENWOOD IRRIGATION COMPANY
INCUMBENCY CERTIFICATE

I, Raymond F, Thompson, hereby certify that I am the duly elected, qualified and acting
Secretary of GLENWOOD IRRIGA nON COMPANY, a Colorado Ditch Company (hereinafter
the "Company"), and that:

1, The Company is a validly existing ditch company organized in accordance with
C, R. S, See, 7-42-101 et seq.

2, In accordance with Colorado law and the Articles ofIncorporation and ByLaws,
true and accurate copies of which are attached hereto as Exhibits A and B, respectively, the
Resolutions attached hereto as Exhibit C were duly adopted by the Board of Directors of the
Company at the annual meeting of the Shareholders and Directors held February 16, 2002,
Said Resolutions have not been amended or repealed and remain in full force and effect on the
date hereof.

3, As it appears from the records of the Company in my possession as Secretary
thereof, the following are duly elected, qualified and acting officers of the Company, occupying
the offices set opposite their respective names, and the signatures set opposite said respective
names are the true signatures of said officers,

Name

Office

Carter T, Jackson

President

Raymond F, Thompson

Secretary/Treasurer

4, Each of (i) the Promissory Note executed by the Company as Borrower dated as
of March 20, 2002, payable to the order of the State of Colorado Water Conservation Board
(hereinafter "CWCB"), in the original principal amount of Eighty Five Thousand Dollars
($85,000,00), (ii) the Deed of Trust of even date therewith (the "Deed of Trust") granted to the
CWCB executed by the Company covering property located in Garfield County, Colorado, and
(iii) each and every other document relating to the loan (as defined in Loan Contract No,
C150086) to which the Borrower is a party, is in the form thereof authorized and approved by
the adoption of the Resolutions referred to in Paragraph 2, above, and has been duly executed
in the name and on behalf of the Borrower by a duly authorized officer or officers of the
Company, pursuant to authority duly conferred on him, her, or them by the Board of Directors
of the Company in accordance with the Articles of Incorporation and By Laws of the Company.

J:\2002\Clienls\GIC\GeneraI\DocumeDtslcenificate-l. wpd
March 25, 2002

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