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The Department of Natural Resources <br /> Colorado Water Conservation Board <br /> Attn: Construction Fund Section <br /> February 12, 2009 <br /> Page 2 <br /> Law covered by the opinions expressed herein is limited to the Law of the State of <br /> Colorado, and, to the extent applicable hereto, the federal laws of the United States. <br /> In connection with this Opinion Letter, the Bendelow Law Firm, P.C. has <br /> reviewed copies executed by Borrower of the following documents: <br /> A. Loan Contract (Exhibit A); <br /> B. Promissory Note made by the Borrower (Appendix 2 of the Loan <br /> Contract); <br /> C. Resolutions of the Board of Directors of the Boulder White Rock Ditch and <br /> Reservoir Company dated February 2, 2009 (Appendix 3b of the Loan Contract); <br /> D. Security Agreement (Appendix 4 of the Loan Contract); <br /> E. Deed of Trust (Appendix 5 of the Loan Contract); <br /> F. The Certificate of Incorporation of the Borrower (Exhibit B); <br /> G. The Borrower's By-Laws (Exhibit C); <br /> H. Board of Director and Shareholder minutes relating to current directors <br /> and officers; and <br /> Certificate of Good Standing (Exhibit D). <br /> (Items A through J above are hereinafter referred to, collectively, for purposes of <br /> this opinion only, as the "Loan Documents"). <br /> In rendering the opinions contained herein, the Bendelow Law Firm, P.C. has <br /> relied, without investigation, upon the assumptions set forth below in paragraphs a <br /> through i unless, in a given case, the particular assumption states, directly or in practical <br /> effect, a legal conclusion expressed in the opinion. <br /> a. Borrower has the power and authority to own, lease, and operate the <br /> Property and otherwise to carry on its business as now being conducted. <br />