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K U T A K ROCK LLP ATLANTA <br /> CHICAGO <br /> FAYETTEVILLE <br /> SUITE 3000 IRVINE <br /> 1801 CALIFORNIA STREET KANSAS CITY <br /> DENVER, COLORADO 80202-2626 LITTLE ROCK <br /> LOS ANGELES <br /> MINNEAPOLIS <br /> 303-297-2400 <br /> FACSIMILE 303-292-7799 OKLAHOMACITY <br /> OMAHA MAHA <br /> PHILADELPHIA <br /> www.kutakrook.com RICHMOND <br /> ROGERS <br /> SCOTTSDALE <br /> SPOKANE <br /> WASHINGTON. D.C. <br /> June 16, 2016 WICHITA <br /> Pagosa Area Water and Sanitation District <br /> Archuleta County,Colorado <br /> Colorado Water Conservation Board <br /> Denver, Colorado <br /> Pagosa Area Water and Sanitation District, Archuleta County,Colorado <br /> Acting by and through its Water Activity Enterprise <br /> Loan Contract Amendment("Loan A") with <br /> Colorado Water Conservation Board <br /> We have been engaged by Pagosa Area Water and Sanitation District, Archuleta County, <br /> Colorado, acting by and through its Water Activity Enterprise (as so acting, the "District"), as <br /> bond counsel in connection with the execution and delivery of(a) a Loan Contract Amendment <br /> (the "Loan Contract Amendment") between the District and the Colorado Water Conservation <br /> Board (the"CWCB")providing for an amended loan described as "Loan A" in the Agreement to <br /> Restructure dated as of October 27, 2015, as amended by the Amendment to Agreement to <br /> Restructure dated as of April 27, 2016, by and among the District, the CWCB and the San Juan <br /> Water Conservatory District, which Loan Contract Amendment amends Loan Contract C150261 <br /> (the "Original Loan Contract" and, as previously amended and as amended by the Loan Contract <br /> Amendment, the "Loan Contract") between the District and the CWCB, and (b) an Amendment <br /> to Promissory Note (the "Promissory Note Amendment") appended to the Loan Contract <br /> Amendment as Appendix B-2 thereto, which Promissory Note Amendment amends the <br /> Promissory Note made by the District to the CWCB pursuant to the Original Loan Contract (as <br /> amended by the Promissory Note Amendment, the "Note" and, together with the Loan Contract, <br /> the"Loan Documents"). <br /> The Loan Contract Amendment contains such terms, provisions and limitations set forth <br /> therein and in the resolution authorizing the execution and delivery of the Loan Contract <br /> Amendment adopted on June 16, 2016 by the Board of Directors of the District, acting as the <br /> governing body of the Water Activity Enterprise (the "Approving Resolution"). Capitalized <br /> terms used but not defined herein have the meanings assigned to them in the Loan Documents <br /> and the Approving Resolution. <br /> 4852-1856-7987.2 <br />