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<br />LEAVENWORTH & KARP, P.C. <br /> <br />COlorado Water Conservation Board <br />Department of Natural Resources <br />Page 6 <br />March 20,2002 <br /> <br />16. We express no opinion about the effect of the laws of other jurisdictions or <br />proceedings in other jurisdictions on the enforceability of the Loan Documents, <br />We express no opinion regarding any matter involving choice of law or conflict of <br />laws; and <br /> <br />17, We express no opinion about any document other than the Loan Documents <br />(including, without limitation, any documents that may be referred to in the Loan <br />Documents that do not fall within the definition of Loan Documents as used <br />herein;) and <br /> <br />18, This opinion constitutes our opinion only as to the legal matters set forth herein and <br />is not a guaranty of the matters set forth herein, This opinion is given only as of <br />the date hereof. This Opinion may not be relied upon by any person other than the <br />addressee hereof and the addressee's legal counsel, This opinion may not be shown <br />to any person except those referenced in the prior sentence, and as may be <br />required in litigation, We do not undertake to update this opinion, This opinion <br />is limited to the matters stated herein and no opinion is implied or may be inferred <br />beyond the matters expressly stated herein. <br /> <br />Very truly yours, <br /> <br />LEAVENWORTH & KARP, p,c. <br /> <br /> <br />cc: The Glenwood Irrigation Company <br /> <br />1:\2002\Clitnts\GIC\GeneraJ\Leners-Memos\Opinion Letter. wpd <br />