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FOLKESTAD FAZEKAS <br /> FOLKESTAD • FAZEKAS • BARRICK • PATOILE, P.C. James B.Folkestad <br /> ATTORNEYS AT LAW Ernest F.Fazekas II <br /> Aaron W.Barrick <br /> Marc C.Patoite <br /> Gina B.Masterson <br /> Kathryn T.James <br /> Lindsay J.Miller <br /> Matthew S.Patton <br /> August 14,2014 <br /> Colorado Water Conservation Board <br /> 1313 Sherman Street, Room 721 <br /> Denver, CO 80203 <br /> Ladies and Gentlemen: <br /> We are attorneys admitted to practice in the State of Colorado and we have acted as general <br /> counsel to the DENVER SOUTHEAST SUBURBAN WATER AND SANITATION <br /> DISTRICT(the"District"), of the State of Colorado,which has entered into a Loan Contract(as <br /> hereinafter defined) with the COLORADO WATER CONSERVATION BOARD ("CWCB"), <br /> and have acted as such in connection with the authorization, execution and delivery by the <br /> District of its Loan Contract, Promissory Note and Security Agreement(as hereinafter defined). <br /> In so acting we have examined the Constitution and laws of the State of Colorado. We have also <br /> examined originals, or copies certified or otherwise identified to our satisfaction, of the <br /> following: <br /> (a) four Loan Contracts C150411A, C150411B, C150411C, and C150411D, dated as <br /> of August 13,2014 (the"Loan Contracts"),by and between the District and CWCB; <br /> (b) the four Promissory Notes, all dated as of August 13, 2014 (the "Promissory <br /> Notes") and the four Security Agreements, all dated as of August 13, 2014 (the"Security <br /> Agreements"),executed by the District to evidence the loan from CWCB to the District; <br /> (c) the proceedings of the governing body of the District relating to the Loan <br /> Contracts, Promissory Notes and Security Agreements (the "Loan Documents") and the <br /> execution,issuance and delivery thereof to CWCB;and <br /> (d) all outstanding instruments relating to the bonds, notes or indebtedness of the <br /> District. <br /> We have also examined and relied upon originals, or copies certified or otherwise authenticated <br /> to our satisfaction, of such other records, documents, certificates and other instruments, and <br /> office.303.688.3045 • fax.303.688.3189 <br /> • <br /> 18 South Wilcox Street,Suite 200 <br /> Castle Pock,Colorado 80104-1909 <br /> ffcolorado,com <br /> I:\DATA\JBFOSSWSD\CWCB ColoradoWaterConservationBd_Contract\CWCB OpinionLtr_Vl.doc <br />