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Colorado Water Conservation Board Page 2 November 4,2013 <br /> 1. The person signing the Loan Contract has the authority to sign such document on <br /> behalf of the Corporation. <br /> 2. The Corporation's Board of Directors has validly adopted a resolution granting such <br /> person the power to sign the Loan Contract. <br /> 3. The Corporation's articles of incorporation and bylaws do not prevent the Loan <br /> Contract from binding the Corporation. <br /> 4. The Loan Contract is enforceable against the Corporation. <br /> Subject to the foregoing,this Opinion Letter may not be used or relied upon by you or any <br /> other person for any purpose whatsoever,except to the extent authorized in the Accord,without in <br /> each instance our prior written consent. <br /> Very truly yours, <br /> C S\‘,41 ♦it! <br /> Randolph W. Starr <br />