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GARY E. HANISCH <br /> Attorney at Law <br /> 418 Main St. PH (719) 738-1290 <br /> Walsenburg, Colorado 81089 FAX (719) 738-1290 <br /> August 8, 2017 <br /> Finance and Administration Section <br /> Colorado Water Conservation Board <br /> Department of Natural Resources <br /> 1313 Sherman St., Room 718 <br /> Denver, CO 80203 <br /> Re: Contract No CT2018-890 <br /> Opinion of Borrower's Counsel <br /> Ladies and Gentleman: <br /> We have provided legal counsel to Corsentino Dairy Farms, Inc. (the Borrower), in <br /> connection with a certain Loan Contract between Colorado Water Conservation Board and <br /> the Borrower with regard to a loan in the amount of $85,446.00. <br /> As such counsel I have examined executed counterparts of the following documents: <br /> The Loan contract <br /> The Promissory Note <br /> Resolution <br /> Deed of Trust <br /> Based upon my examination of the foregoing documents, I am of the opinion that: <br /> a. The Loan contract has been duly executed by officers of the Borrower who are duly <br /> elected, and are authorized to execute the Loan Contract and to bind the Borrower. <br /> b. The Resolution of the Borrower authorizing the execution and delivery of the <br /> Loan Contract was duly executed, authorizing Brett Corsentino as President, to bind the <br /> Corporation. <br /> c. There are no provisions in the Borrower's articles of incorporation or by-laws, or in <br /> any state or local law that prevent the Loan contract from binding the Borrower. <br /> d. The Loan Contract will be valid and binding against the Borrower is executed by <br /> CWB. <br /> Sincerely, <br /> e <br /> Gary E Zanisch <br /> GEH/sh <br /> f <br />