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<br />HASLER, FONFARA AND MAXWELL LLP <br /> <br />ATTORNEYS AT LAw <br /> <br />TIMOTHY W. HASLER <br />JOSEPH H. FONFARA <br />MICHAEL A. MAXWELL <br />TIMOTHY L. GODDARD <br />DOUGLAS M. DUMLER <br /> <br />Sixth Floor, Key Bank Building <br />125 South Howes Street <br />Fort Collins, Colorado 80521 <br /> <br />MAILING ADDRESS: <br />POST OFFICE BOX 2267 <br />FORT COLLINS, COLORADO 80522 <br /> <br />TELEPHONE (970) 493-5070 <br />FACSIMILE (970) 493-9703 <br /> <br />January 9, 2003 <br /> <br />ATTORNEY OPINION LETTER <br /> <br />Colorado Water Conservation Board <br />Attn: Construction Fund Section <br />1313 Sher.man Street, Room 721 <br />Denver, Colorado 80203 <br /> <br />Re: Proposed loan by the State of Colorado for the use and <br />benefit of the Department of Natural Resources, Colorado <br />Water Conservation Board to Shultz Far.m, Inc. in the <br />amount of $400,000.00 secured by real property located in <br />Weld County, Colorado (the "Property") <br /> <br />Ladies and Gentlemen: <br /> <br />We have acted as legal counsel for Shultz Far.m, Inc., a <br />Colorado Corpor~tion ("Borrower"), in connection with a loan to <br />be made by the State of Colorado for the use and benefit of the <br />Department of Natural Resources, Colorado Water Conservation <br />Board ("CWCB") to Borrower in the amount of $400,000.00 (the <br />"Loan") . <br /> <br />For purposes of rendering our opinion set forth herein, we <br />have reviewed the proposed Loan Contract dated January 1, 2003 <br />(the "Loan Cont~act") . <br /> <br />In addition to the Loan Contract, we have reviewed the <br />following documents relating to Borrower (collectively "Authority <br />Documents ") : ' <br /> <br />(i) Articles of Incorporation of Borrower filed with the <br />Colorado Secretary of State's Office on March 6, 1973. <br /> <br />(ii) Borrower's current By-Laws. <br />