C150359 Attorny Opinion Letter

• Contract/PO #: CT2015-054
• Contract/PO #: C150359
• Contractor Name: Fowler, Town of
• Contract Type: Loan
• Water District: 17
• County: Otero
• Loan Projects - Doc Type: Contract Documents

SPENCER FANE
& GRIMSHAWLLP
A T T O R N E Y S & C O U N S E L O R S A T L A W
December 5, 2013
State of Colorado
For the use and benefit of the
Department of Natural Resources,
Colorado Water Conservation Board
Gentlemen:
We are attorneys admitted to practice in the State of Colorado and have acted as Bond
Counsel for the Town of Fowler, Colorado, acting by and through its Water Activity Enterprise
("Borrower") which has entered into a Loan Contract with the State of Colorado for the use and
benefit of the Department of Natural Resources, Colorado Water Conservation Board
("CWCB"), and have acted as such in connection with the authorization, execution, delivery by
the Borrower of the Loan Contract.
In so acting, we have examined the constitution and laws of the State of Colorado and the
proceedings relating to organization of the Borrower. We have also examined originals, or
copies certified or otherwise identified to our satisfaction of the following:
(a) The Loan Contract No. C150359 by and between the CWCB and the Borrower,
dated by the Borrower October 14, 2013;
(b) The proceedings of the governing body of the Borrower relating to approval of
the Loan Contract, and the execution, issuance and delivery thereof on behalf of the Borrower.
Based upon the foregoing, we are of the opinion that:
1. The Contract has been duly executed by officers of the Borrower who are duly
elected or appointed and are authorized to execute the Contract and to bind the Borrower; and
2. The Resolution of the Borrower authorizing the execution and delivery of the
Contract as duly adopted by the governing body of the Borrower; and
3. There are no provisions in the Colorado Constitution or any other state or local
law that prevent this Contract from binding the Borrower; and
4. The Contract will be valid and binding against the Borrower if entered into by the
CWCB; subject, however, to the effect of, and to restrictions and limitations imposed by, or
resulting from, bankruptcy, insolvency, moratorium, reorganization, debt adjustment, or similar
1700 Lincoln Street,Suite 3800
Denver,Colorado 80203-4538 DN 940662.1
[phone] www.spencerfane.com Fax [phone]
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