C150366 Attorney Opinion Letter

• Contract/PO #: CT2015-057
• Contract/PO #: C150366
• Contractor Name: Windsor, Town of
• Contract Type: Loan
• Loan Projects - Doc Type: Contract Documents

SPENCER FANE
BRITT & BROWNE LLP
Attorneys & Counselors at Law
February 26, 2014
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 Windsor, Colorado, acting by and through its Windsor Water Utility
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:
The Loan Contract No. C150366 by and between the CWCB and the Borrower, executed
by the Borrower on February 25, 2014;
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:
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
The Resolution of the Borrower authorizing the execution and delivery of the Contract
was duly adopted by the governing body of the Borrower; and
There are no provisions in the Colorado Constitution or any other state or local law that
prevent this Contract from binding the Borrower; and
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
1700 Lincoln Street, Suite 2000
Denver, Colorado 80203-4554 DN 955359.1
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