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FISCHER, BROWN, BARTLETT & GUNN, PC <br /> W1111 <br /> ARD H.FISCHER(1929-1996) <br /> WILLIAM R.FISCHER �. WILLIAM H.BROWN(Of Counsel) <br /> MARGARET A.(Meg)BROWN111111f WILLIAM C.GUNN (Of Counsel) <br /> DANIEL K.BROWN <br /> BRENT A.BARTLETT ATTORNEYS AT LAW Phone:970.407.9000 <br /> LISA A.LARSEN Fax:970.407.1055 <br /> SARA J.L.IRBY 1319 East Prospect Road E-mail:fbg@fbgpc.com <br /> DONALD E.FRICK Fort Collins,CO 80525 Website:www.fbbglaw.com <br /> June 30, 2016 <br /> Colorado Water Conservation Board <br /> Water Supply Planning& Finance <br /> 1580 Logan Street, Suite 750 <br /> Denver, CO 80203 <br /> Re: Borrower: The Dixon Canon Ditch and Reservoir Company <br /> Loan Contract No.: CT2017-914 <br /> Loan Amount: $280,881.00 <br /> Opinion Letter <br /> Ladies and Gentlemen: <br /> This opinion is being delivered to you pursuant to Paragraph B.8 of the Loan Contract <br /> No. CT2017-914. We have reviewed the Borrower's articles of incorporation and bylaws, in <br /> addition to the resolutions prepared for this Loan Contract. All terms used herein with their <br /> initial letters capitalized and not defined herein have the meanings ascribed to them in the Loan <br /> Contract referenced above. <br /> This Opinion Letter is governed by, and shall be interpreted in accordance with, the Legal <br /> Opinion Accord (the "Accord") of the ABA Section of Business Law (1991). As a consequence, <br /> it is subject to a number of qualifications, exception, definitions, limitations on coverage and <br /> other limitations, all as more particularly described in the Accord, and this Opinion Letter should <br /> be read in conjunction therewith. The law covered by the opinions expressed herein is limited to <br /> the Federal Law of the United States and the Law of the State of Colorado. <br /> Based upon the representations of the Borrower, and the documents provided as <br /> described above, we are of the opinion that: <br /> 1. The Contract has been duly executed by officers of the Borrower who are duly <br /> elected or appointed and are authorized to execute the Contract and to bind the Borrower. <br />