CT2015-174 Attorney Opinion Letter

• Contract/PO #: CT2015-174
• Contractor Name: Uncompahgre Valley Water Users Association
• Contract Type: Loan
• County: Montrose
• Loan Projects - Doc Type: Contract Documents

Colorado Water Conservation Board
Page Three
November 4, 2015
Based on my review of the foregoing and subject to the assumptions and qualifications set
forth herein, it is my opinion that, as of the date of this letter:
1. The Borrower is a not-for-profit corporation validly existing in good standing
under the laws of the State of Colorado with a stated term of existence beyond the
term of the Loan Contract.
2. The Borrower has the authority to own its properties and conduct its business as
now conducted, to borrow the proceeds of the Loan and to execute and perform
its obligations under the Loan Contract.
3. All necessary action has been taken to authorize the execution, delivery and
performance of the Loan Contract by the Borrower.
4. The Loan Contact has been duly executed and delivered by the Borrower(as the
case may be) and constitutes the valid and legally binding obligations of the
Borrower enforceable against the Borrower in accordance with their terms, subject
to the following:
a. Applicable bankruptcy, insolvency, reorganization, moratorium and other
laws affecting the rights of creditors generally;
b. The exercise of judicial discretion in accordance with general principles of
equity(whether applied by or a court of law or of equity).
5. To my knowledge, no consent, approval or authorization or other action by, or
filing with, any governmental authority is required in connection with the execution
and delivery by the Borrower, or if required, the requisite consent, approval or
authorization has been obtained, the requisite filing has been accomplished or the
requisite action has been taken.
In addition to the qualifications set forth above, the opinions set forth herein are also
subject to the following qualifications:
A. I express no opinion as to the laws of any jurisdiction other than the laws of the
State of Colorado and the laws of the United States of America. The opinions
expressed herein concern only the effect of the laws (excluding the principles of
conflict of laws) of the State of Colorado and the Untied States of America as
currently in effect. I assume no obligation to supplement this option if any
applicable laws change after the date hereof, or if I become aware of any facts that
might change the opinions expressed herein after the date thereof.