Default Rate shall mean: (1) in the case of principal, 4% per annum in excess of the rate(s)
that would otherwise be in effect on the loans under the Promissory Notes and Supplements; and (2)
in the case of overdue interest, fees and other charges, 4% per annum in excess of the CoBank Base
Rate, as in effect from time to time.
EXHIBIT A
DEFINITIONS AND RULES OF INTERPRETATION
SECTION 1.01 Definitions. As used in the Agreement, any amendment thereto, or in
any Promissory Note and Supplement, the following terms shall have the following meanings:
disposal of all Hazardous Materials located on any property of the Company; (B) any claims, suits, or
liabilities against the Company; and (C) the failure to pay any taxes as and when due. The foregoing
indemnities shall not apply with respect to an Indemnitee to the extent arising as a result of the gross
negligence or willful misconduct of such Indemnitee. The indemnification provided for hereunder shall
survive the termination of this Agreement.
SECTION 10.09. [Intentionally Omitted]
agree to submit to the non-exclusive jurisdiction of any federal or state court sitting in Colorado for any
action or proceeding arising out of or relating to this Agreement or any other Loan Document. The
Company hereby waives any objection that it may have to any such action or proceeding on the basis of
forum non-conveniens.
(C) Application of Funds. Apply all payments received by it to the Company’s
obligations to CoBank in such order and manner as CoBank may elect in its sole discretion.
SECTION 8.11. Changes in Ownership. The Company shall cease to be owned 100% by
the Guarantor or 50% or more of the voting stock in the Guarantor should be acquired by a Person or a
Person and one or more Affiliates of that Person.
SECTION 8.03. Covenants. The Company should fail to perform or comply with any
covenant set forth in Article 5 hereof (other than Sections 5.01, 5.06(F) and 5.10) and such failure
continues for 30 days after written notice thereof shall have been delivered to the Company by CoBank.
SECTION 6.08. Prepayment. While any Default or Event of Default shall have occurred
and be continuing, prepay, directly or indirectly, any debt (other than debt to CoBank).
(G) Easements, rights-of-way, restrictions, and other similar encumbrances which, in
the aggregate, do not materially interfere with the occupation, use, and enjoyment by the Company of the
property or assets encumbered thereby in the normal course of tts business or materially impair the value
of the property subject thereto.
(H) Purchase money Liens on trucks and other rolling stock and the proceeds thereof
to secure debt permitted under Section 6.02(E) hereof.
SECTION 5.10. Water Rights, Title to Property, Etc. (A) Obtain and maintain water rights
in such amounts, priorities and qualities as are necessary at all times to meet the needs of its customers;
(B) obtain and maintain title to, valid leasehold interests in, or other valid interests (including easements,
licenses and servitudes) in, all real property on which all water wells, reservoirs, water and wastewater
treatment plants, and warehouse and storage facilities are located; (C) keep all water rights and discharge
