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BUTLER Show <br /> November 1, 2018 <br /> Colorado Water Conservation Board City of Walsenburg, Colorado <br /> 1313 Sherman St., Room 718 525 S. Albert Ave. <br /> Denver, Colorado 80203 Walsenburg, Colorado 81089 <br /> City of Walsenburg, Colorado <br /> Acting by and through the City of Walsenburg <br /> Water and Sewer Activity Enterprise <br /> 2018 Loan Contract with the <br /> Colorado Water Conservation Board <br /> Ladies and Gentlemen: <br /> We have acted as bond counsel to the City of Walsenburg, Colorado (the "City"), <br /> acting by and through the City of Walsenburg Water and Sewer Activity Enterprise <br /> (the "Borrower") in connection with the City's authorization, execution and delivery to the <br /> Colorado Water Conservation Board ("CWCB") of a loan contract (the "Loan Contract"), a <br /> security agreement (the "Security Agreement"), and a promissory note (the "Note" and together <br /> with the Loan Contract and the Security Agreement, the "Loan Documents"), which Loan <br /> Documents were authorized by an ordinance duly adopted by the members of the City Council of <br /> the City on November 21, 2017, and pursuant to which the CWCB will loan the Borrower an <br /> aggregate amount of not to exceed $7,000,000. <br /> In our capacity as bond counsel, we have examined the City's certified <br /> proceedings, the Loan Documents, and such other documents and such law of the State of <br /> Colorado and of the United States of America as we have deemed necessary to render this opinion <br /> letter. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them by <br /> the Loan Documents. <br /> Regarding questions of fact material to our opinions, we have relied upon the <br /> City's certified proceedings and other representations, certifications and opinions of public <br /> officials and others furnished to us without undertaking to verify the same by independent <br /> investigation. <br /> Based upon such examination, and subject to the following qualifications, it is <br /> our opinion as bond counsel that: <br /> 1. The Borrower has full legal right and authority to execute the Loan <br /> Documents and to observe and perform its duties, covenants, obligations and agreements <br /> thereunder. <br /> 2. The Loan Documents have been duly authorized, executed and delivered <br /> by authorized officers of the Borrower and, assuming in the case of the Loan Contract and the <br /> T 720.330.2300 1801 California Street <br /> F 720.330.2301 Suite 5100 <br /> www.butlersnow.com Denver, CO 80202 <br /> BUTLER SNOW LLP <br />