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KRASSA &MILLER,LLC <br /> Robert F.T.Krassa* Attorneys and Counselors at Law Pueblo Office <br /> Stephen C.Miller,P.C.,Of Counsel 2737 Mapleton Avenue, Suite 103 1123 N.Elizabeth St. <br /> Robin A.Byers,Of Counsel Boulder,Colorado 80304 Pueblo,Colorado 81003 <br /> bob@krassa.com <br /> "Also Admitted to Practice in Washington Telephone 303-442-2156 Please Direct Mailings to Boulder Office <br /> t <br /> February 8, 2016 <br /> Colorado Water Conservation Board <br /> Attn: Finance Section <br /> 1313 Sherman Street, Room 718 <br /> Denver, CO 80203 <br /> RE: Brighton Ditch Company <br /> CWCB CMS: 83638 <br /> CWCB CORE: CT2016-2040 <br /> Attorney' s Opinion Letter <br /> To Whom It May Concern: <br /> This office represents the Brighton Ditch Company, (herein <br /> "Borrower") , a Colorado nonprofit corporation and mutual ditch <br /> company. Pursuant to Paragraph 7 of the above referenced Loan <br /> Contract, I give the following opinions on behalf of the Company: <br /> 1 . The Loan Contract has been duly executed by the appropriate <br /> officers of the Borrower, who are duly elected and are authorized <br /> to execute the Contract and to bind the Borrower. <br /> 2 . Resolutions of the Borrower authorizing the execution and <br /> delivery of the Contract were duly adopted by the Board of <br /> Directors and by the Shareholders of the Borrower. <br /> 3 . There are no provisions in Borrower' s Articles of <br /> Incorporation or Bylaws or any state or local law which would <br /> prevent this Loan Contract from binding the Borrower. <br /> 4 . The Loan Contract will be valid and binding against Borrower <br /> if entered into by the Colorado Water Conservation Board. <br />