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<br />, <br /> <br />.. <br /> <br />.. <br /> <br />- <br /> <br />~ <br /> <br />Page 2 <br />March 17, 1994 <br />Lynn Obernyer <br /> <br />2. That the persons signing the project contract and <br />related loan documents for Windsor Reservoir has the <br />authority to bind Windsor Reservoir and that the project <br />contract has been validly approved by the board of <br />directors of Windsor Reservoir. The resolution <br />approving the project contract and authorizing the <br />officers to proceed waS previously signed and included <br />in the loan package. <br /> <br />3. The board of directors of Windsor Reservoir have the <br />authority to enter into the project contract without a <br />separate vote of the stockholders. <br /> <br />4. There are no provisions in the ArtiCles, Bylaws or other <br />operative documents governing the affairs of. Windsor <br />Reservoir, nor are there any other applicable state or <br />local laws, that prevent this project contract from <br />being binding on Windsor Reservoir. <br /> <br />5. The project contract and related loan documents will be <br />legally valid and binding against Windsor Reservoir if <br />they are duly executed by the state. <br /> <br />Should you require anything further in connection with this <br />matter, please contact me. Thank. <br /> <br />Yours very truly, <br /> <br />SOMMERMEYER, WICK, DOW & CAMPBELL <br /> <br />:-/~ /Z- <br /> <br />Tijllothy J. Dow <br /> <br />TJD:mi <br />cc: Elmer R. Gustafson, President <br />Windsor Reservoir and Canal Co. <br />John W. Van Sciver, P.E. <br />