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State of Colorado <br /> Colorado Water Conservation Board <br /> Water Supply Planning & Finance Section <br /> May 15, 2003 <br /> Page 2 <br /> (4) Attached to the Loan Contract as Appendix 3a and 3b are original <br /> Resolutions of the Directors and Shareholders of Kern Reservoir and Ditch <br /> Company which said Resolutions approve the Loan Contract and attached <br /> Appendix documents including the authorization for the corporate officers to <br /> sign said Loan Contract and other necessary documents on behalf of Kern <br /> Reservoir and Ditch Company; <br /> (5) That neither the Articles of Incorporation, By-laws, Rules and Regulations, <br /> or state or local laws prevent Kern Reservoir and Ditch Company and its duly <br /> appointed officers from entering into and signing the Loan Contract and <br /> Appendix documents; and <br /> (6) The Loan Contract and Appendix documents will be valid and binding <br /> against Kern Reservoir and Ditch Company if the Colorado Water <br /> Conservation Board accepts and executes said Loan Contract and Appendix <br /> documents. <br /> For this opinion we have been provided the documents listed on Exhibit "A". Our <br /> opinion is solely based upon these documents and we have not made any independent <br /> investigation or review. Our liability for this opinion letter is limited to the amount of <br /> attorney fees paid for this opinion by Kern Reservoir and Ditch Company. <br /> Very truly yours, <br /> LIND, LAWR CE • TENHOFF LLP <br /> 7/ <br /> Ken eth F in <br /> KFL/cg <br /> Enclosure <br /> F:\KFL\KERN RESERVOIR\OPINION.LTR 5 15 03.wpd <br />