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Section 8.Approval of Miscellaneous Documents. The President, the Secretary, and all <br /> other officers of the Subdistrict are hereby authorized and directed to execute the Loan Contract, <br /> the Note, and all documents and certificates necessary or desirable to effectuate the issuance of <br /> the Note and the financing contemplated thereby. <br /> Section 9. Ratification of Prior Actions. All actions heretofore taken (not inconsistent <br /> with the provisions of this Resolution) by the Subdistrict Board or by the officers and employees <br /> of the Subdistrict or the District directed toward the issuance of the Note for the purposes herein <br /> set forth are hereby ratified, approved and confirmed. <br /> Section 10. Limitation of Actions. In accordance with Section 11-57-212, C.R.S., no <br /> legal or equitable action can be brought with respect to any legislative acts or proceedings in <br /> connection with the authorization or issuance of the Note more than 30 days after the <br /> authorization of such securities. <br /> Section 11. Resolution is Contract with CWCB. After the Note has been issued, this <br /> Resolution shall be and remain a contract between the Subdistrict and the CWCB and shall be <br /> and remain irrepealable until all amounts due with respect to the Note are fully paid, satisfied <br /> and discharged and all other obligations of the Subdistrict with respect to the Note are satisfied in <br /> the manner provided in the Loan Contract. <br /> Section 12. Headings. The headings to the various sections and paragraphs to this <br /> Resolution have been inserted solely for the convenience of the reader, are not a part of this <br /> Resolution, and shall not be used in any manner to interpret this Resolution. <br /> Section 13. Resolution Irrepealable. After the Note has been issued, this Resolution <br /> shall be and remain irrepealable until the Note and the interest accruing thereon shall have been <br /> fully paid, satisfied, and discharged, as herein provided. <br /> Section 14. Severability. It is hereby expressly declared that all provisions hereof and <br /> their application are intended to be and are severable. In order to implement such intent, if any <br /> provision hereof or the application thereof is determined by a court or administrative body to be <br /> invalid or unenforceable, in whole or in part, such determination shall not affect, impair or <br /> invalidate any other provision hereof or the application of the provision in question to any other <br /> situation; and if any provision hereof or the application thereof is determined by a court or <br /> administrative body to be valid or enforceable only if its application is limited, its application <br /> shall be limited as required to most fully implement its purpose. <br /> Section 15. Repealer. All orders, bylaws, and resolutions of the Subdistrict, or parts <br /> thereof, inconsistent or in conflict with this Resolution, are hereby repealed to the extent only of <br /> such inconsistency or conflict. <br /> Section 16. Effective Date. This Resolution shall be in full force and effect immediately <br /> upon adoption by the Subdistrict Board. <br /> 8 <br />