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RECEIVED I Edward NI.Ben&low <br /> Peter B.Scott <br /> Scott S.Watson <br /> BENDELOW <br /> Ft-.8 1 3 2009 Scott M.Aylcr <br /> LAW FIRM P.C. Colorado Water Conservation Board <br /> OF COUNSEL. <br /> ICNC&;\ssc)c:t.\'is,P.C. <br /> Ronald D.Jung <br /> EDWARD M. BENDELOW <br /> t cdbcndclow 6)bendc low.nct <br /> February 12, 2009 <br /> The Department of Natural Resources <br /> Colorado Water Conservation Board <br /> Attn: Construction Fund Section <br /> 1313 Sherman Street <br /> Room 721 <br /> Denver, CO 80203 <br /> Re: Loan in the amount of Two Million Four Hundred Thirty Thousand and Sixty <br /> US Dollars (US$2,430,060) ("Loan") by The Department of Natural <br /> Resources, Colorado Water Conservation Board ("CWCB" or "Lender") to <br /> The Boulder and White Rock Ditch and Reservoir Company ("BWR" or <br /> "Borrower") in connection with the Panama Reservoir Outlet Project <br /> ("Project"). <br /> Ladies and Gentlemen: <br /> The Bendelow Law Firm, P.C. has acted as counsel to Borrower in connection <br /> with the Loan and the Project. Borrower has requested that we render to you the <br /> opinions set forth herein in satisfaction of Section 7 of the Loan Agreement, a condition <br /> to the making and funding of the Loan. Except as otherwise indicated herein, terms <br /> used in this Opinion Letter are defined in the Loan Contract or in the Accord and Report <br /> described below. <br /> This Opinion Letter is governed by, and shall be interpreted in accordance with, <br /> the Legal Opinion (the "Accord") of the ABA Section of Business Law (1991), as <br /> modified by the Report of the ABA Section of Real Property, Probate and Trust Law and <br /> the American College of Real Estate Lawyers (the "Report") as to opinions pertaining to <br /> Real Estate Secured Transactions or to Security Interests in Real Property (1993). As a <br /> consequence, it is subject to a number of qualifications, exceptions, definitions, <br /> limitations on coverage and other limitations, more particularly described in the Accord <br /> and the Report, and this Opinion Letter should be read in conjunction therewith. The <br /> 1120 Lincoln Street,Ste 1000 :: Denver,CO 80203 :: T(303)837-9600 :: F(303)860-0311 <br /> 1624 Topaz Drive :: Loveland,CO 80537 :: T(970)663-5206 :: F(800)883-9045 <br />