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<br />KUTAK ROCK LLP <br /> <br />Colorado Water Conservation Board <br />October 1,2000 <br />Page 2 <br /> <br />Based upon the foregoing, we are of the opinion, as of the date hereof and under existing <br />law, that: <br /> <br />1. There are no provisions in the Colorado Constitution or any other State or local <br />law that prevent the Contract from binding the District and the Contract, if entered into by the <br />State, will be valid and binding against the District; provided however, in rendering this opinion, <br />we specifically express no opinion regarding the validity or enforceability of any provisions in <br />the Contract relating to the indemnity of the State by the District. <br /> <br />2. The election held by the District to obtain voter approval of the loan evidenced by <br />the Contract met all requirements ofthe Colorado Constitution or any other state or local law. <br /> <br />The rights of the Board and the enforceability of the Contract may be limited by <br />bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' <br />rights generally and by equitable principles, whether considered at law or in equity. <br /> <br />This opinion is given as of the date hereof and we assume no obligation to update, revise <br />or supplement this opinion to reflect any facts or circumstances that may hereafter come to our <br />attention or any changes in law that may hereafter occur. <br /> <br />Please contact Tom Peltz of our office if you have any questions or comments about the <br />above opinion. <br /> <br />Very truly yours, <br /> <br />KUTAK ROCK LLP <br /> <br />cc: <br /> <br />Thomas V. Cech <br />P. Andrew Jones <br /> <br />~~y~ <br />p~ <br /> <br />02-151280.1 <br />