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HomeMy WebLinkAboutCOUNCIL - COMPLETE AGENDA - 03/06/2018 - COMPLETE AGENDACity of Fort Collins Page 1 Wade Troxell, Mayor City Council Chambers Gerry Horak, District 6, Mayor Pro Tem City Hall West Bob Overbeck, District 1 300 LaPorte Avenue Ray Martinez, District 2 Fort Collins, Colorado Ken Summers, District 3 Kristin Stephens, District 4 Cablecast on FCTV Channel 14 Ross Cunniff, District 5 and Channel 881 on the Comcast cable system Carrie Daggett Darin Atteberry Delynn Coldiron City Attorney City Manager City Clerk The City of Fort Collins will make reasonable accommodations for access to City services, programs, and activities and will make special communication arrangements for persons with disabilities. Please call 221-6515 (V/TDD: Dial 711 for Relay Colorado) for assistance. Regular Meeting March 6, 2018 Amended 3/5/18 Proclamations and Presentations 5:30 p.m. A. Proclamation Declaring March 2018 as Women's History Month. B. Proclamation Declaring the week of March 8, 2018 as Women of Aviation Worldwide Week. Regular Meeting 6:00 p.m.  PLEDGE OF ALLEGIANCE  CALL MEETING TO ORDER  ROLL CALL  AGENDA REVIEW: CITY MANAGER  City Manager Review of Agenda. City of Fort Collins Page 2  Consent Calendar Review This Review provides an opportunity for Council and citizens to pull items from the Consent Calendar. Anyone may request an item on this calendar be “pulled” off the Consent Calendar and considered separately. o Council-pulled Consent Calendar items will be considered before Discussion Items. o Citizen-pulled Consent Calendar items will be considered after Discussion Items.  CITIZEN PARTICIPATION Individuals may comment regarding items scheduled on the Consent Calendar and items not specifically scheduled on the agenda. Comments regarding land use projects for which a development application has been filed should be submitted in the development review process** and not to the Council.  Those who wish to speak are asked to sign in at the table in the lobby (for recordkeeping purposes).  All speakers will be asked by the presiding officer to identify themselves by raising their hand, and then will be asked to move to one of the two lines of speakers (or to a seat nearby, for those who are not able to stand while waiting).  The presiding officer will determine and announce the length of time allowed for each speaker.  Each speaker will be asked to state his or her name and general address for the record, and to keep comments brief. Any written comments or materials intended for the Council should be provided to the City Clerk.  A timer will beep once and the timer light will turn yellow to indicate that 30 seconds of speaking time remain, and will beep again and turn red when a speaker’s time to speak has ended. [**For questions about the development review process or the status of any particular development, citizens should consult the Development Review Center page on the City’s website at fcgov.com/developmentreview, or contact the Development Review Center at 221-6750.]  CITIZEN PARTICIPATION FOLLOW-UP Consent Calendar The Consent Calendar is intended to allow the City Council to spend its time and energy on the important items on a lengthy agenda. Staff recommends approval of the Consent Calendar. Anyone may request an item on this calendar to be "pulled" off the Consent Calendar and considered separately. Agenda items pulled from the Consent Calendar will be considered separately under Pulled Consent Items. Items remaining on the Consent Calendar will be approved by City Council with one vote. The Consent Calendar consists of: ● Ordinances on First Reading that are routine; ● Ordinances on Second Reading that are routine; ● Those of no perceived controversy; ● Routine administrative actions. 1. Consideration and Approval of the Minutes of the February 6, 2018 Regular Council Meeting and the February 13, 2018 Adjourned Council Meeting. The purpose of this item is to approve the minutes from the February 6, 2018, Regular Council Meeting and the February 13, 2018, Adjourned Council Meeting. City of Fort Collins Page 3 2. Second Reading of Ordinance No. 032, 2018, Appropriating Prior Year Reserves in the Transportation Fund for Regional Contribution to Larimer County for North I-25 Improvements. This Ordinance, unanimously adopted on First Reading on February 20, 2018, appropriates Transportation Reserve funds in the amount of $453,158 to be remitted to Larimer County as part of an annual (five-year span) regional contribution of local matching funds for CDOT’s North I-25 Improvements Project. With Resolution 2016-077, Council authorized an intergovernmental agreement with Larimer County and participating local agencies, including the City, to contribute local matching funds for this purpose. This is the second annual installment of these payments to Larimer County. Local matching fund commitments accelerate the improvements to I-25 in Northern Colorado. 3. Second Reading of Ordinance No. 033, 2018, Appropriating Unanticipated Revenue in the General Fund for a Housing Catalyst PILOT Refund. This Ordinance, unanimously adopted on First Reading on February 20, 2018, appropriates unanticipated revenue in the General Fund to be remitted to the Fort Collins Housing Authority to fund affordable housing and related activities. 4. Items Relating to Marijuana Licensing. A. Second Reading of Ordinance No. 034, 2018, Amending Article XVI of Chapter 15 of the Code of the City of Fort Collins Regulating Medical Marijuana Businesses to Align Medical Marijuana Code Provisions to State Law, Rules and Regulations. B. Second Reading of Ordinance No. 035, 2018, Amending Article XVII of Chapter 15 of the Code of the City of Fort Collins Regulating Retail Marijuana Businesses to Align Retail Marijuana Code Provisions to State Law, Rules and Regulations. These Ordinances, unanimously adopted on First Reading on February 20, 2018, amend the City Code to align medical marijuana provisions in the City Code to the state regulations and make similar updates to the retail marijuana licensing provisions. Ordinance No. 035, 2018, relating to Retail Marijuana licensing, has been amended on Second Reading by adding to the definition of “Retail Marijuana Establishment Operator” that it is also known as a “Retail Marijuana Business Operator” in the state law. The terms are used interchangeably in state law. 5. Second Reading of Ordinance No. 036, 2018, Declaring Certain City-Owned Property on East Vine Drive as Road Right-of-Way. This Ordinance, unanimously adopted on First Reading on February 20, 2018, declares a strip of property owned by the City as road right-of-way via the proposed Poudre River Whitewater Park Plat, as well as to authorize the City Manager to sign said plat. The City owns parcels of property located in the 100 and 200 blocks of East Vine Drive, and is finalizing documentation to acquire one remaining parcel. The parcels are part of the future Whitewater Park and include two parcels which were originally acquired by Natural Areas and Stormwater. The City of Fort Collins Parks and Engineering Departments are working in tandem to coordinate improvements to Vine Drive that will accommodate visitor traffic to the Whitewater Park. Construction on this project is anticipated to begin in this summer and will be completed summer 2019. This Ordinance officially establishes the portion needed for Vine Drive on the City’s property as public road right-of-way and authorizes the City Manager to dedicate such right-of-way through execution of the plat. City of Fort Collins Page 4 6. Second Reading of Ordinance No. 037, 2018, Amending Article XIII of Chapter 23 of the Code of the City of Fort Collins Regarding the Land Bank Program. This Ordinance, unanimously adopted on First Reading on February 20, 2018, amends City Code to add flexibility to the Land Bank Program, broaden the income levels of targeted populations and to allow mixed-use beyond solely residential affordable housing when requested by the City. 7. First Reading of Ordinance No. 038, 2018, Establishing Rental Rates and Delivery Charges for Use of Water Available Under the City's Raw Water Interests for 2018 Through March 2021. The purpose of this item is to obtain City Council approval for the proposed formula-based and fixed rates and charges for rental and delivery of Utilities’ raw water supplies for three years: 2018, 2019, and 2020. This would be a change from the historical practice of having rates and charges approved for one year at a time. Staff has utilized the proposed formulas to set rates and charges since 2015. Staff is recommending a reduced rental rate of $400/acre-foot for fully consumable water (down from $600/acre-foot) to reflect market conditions and recognize Utilities’ increased availability of these supplies. The rates and charges would be effective through March 2021, to address the gap between the end of 2020 and anticipated Council approval of new rates and charges in early 2021. 8. First Reading of Ordinance No. 039, 2018, Authorizing the Lease of City-Owned Property Located at 211 South Bryan Avenue to the Fort Collins Baseball Club, Inc. The purpose of this item is to obtain approval for a lease of City-owned property located at 211 South Bryan Avenue to the non-profit corporation Fort Collins Baseball Club (FCBC). FCBC provides recreational programs to citizens and non-profit organizations. FCBC is requesting a less than market lease rate of $25 per year for a period of up to 25 years (10-year lease with 3 five-year extensions at the City’s option). 9. First Reading of Ordinance No. 040, 2018, Declaring Certain City-Owned Property at Arapaho Bend Natural Area as Road Right-of-Way. The purpose of this item is to convert approximately 0.105 acres of Arapaho Bend Natural Area to road right-of-way. The City intends to construct road and intersection improvements, relocate utilities, and fully signalize the intersection of Harmony Road and Strauss Cabin Road. The project will install southbound left and right turn lanes, pork chop islands, and Americans with Disabilities Act (ADA) accessible sidewalk connections. 10. First Reading of Ordinance No. 041, 2018, Authorizing the Conveyance of an Electric Line Easement on City Property at Soaring Vista Natural Area to the City of Loveland. The purpose of this item is to authorize conveyance of an electric line easement to the City of Loveland on Soaring Vista Natural Area. The line is an extension of a project approved by City Council in August 2016 on the Northern Colorado Regional Airport property. The electric utility line currently extends from Loveland’s Crossroads Substation at Boyd Lake Road north to County Road 30. The underground utility line is intended to extend east along County Road 30 to Interstate 25. The expanded utility service is needed to serve growing development in the area. The 25- foot wide easement will run under the Natural Area for approximately 688 linear feet - totaling 17,204 square feet or 0.40 acres. 11. Resolution 2018-020 Removing the Condition Regarding Blockage of the Roadway Connection Contained in Resolution 2016-019 Regarding the Appeal of Capstone Cottages Project Development Plan, PDP 14004. The purpose of this item is to seek approval by Council of the removal of barriers in order to allow one- way southbound vehicular traffic via a connection built by Capstone Cottages apartment project. The connection is currently restricted to bikes/pedestrians unless further action is taken by Council. 42% of the households have provided input with 74% in support of opening the connection for vehicles. City of Fort Collins Page 5 12. Items Relating to Appointing Temporary Judges and Authorizing the Execution of Employment Agreements. A. Resolution 2018-021 Appointing Lisa D. Hamilton-Fieldman as Temporary Judge and Authorizing the Execution of an Employment Agreement. B. Resolution 2018-022 Appointing David Ayraud as Temporary Judge and Authorizing the Execution of an Employment Agreement. The purpose of this item is to appoint Lisa D. Hamilton-Fieldman and David Ayraud as temporary judges to hear civil cases filed in Fort Collins Municipal Court. The City Charter provides for the appointment of temporary judges to serve as City Council determines is necessary. Chief Judge Kathleen M. Lane recommends that Ms. Hamilton-Fieldman and Mr. Ayraud be appointed as Temporary Judges to handle such cases as assigned by the Chief Judge. 13. Resolution 2018-023 Making Findings of Fact and Conclusions of Law Regarding the Appeal of the Planning and Zoning Board’s Decision Approving the Johnson Drive Apartments Project Development Plan PDP170034. The purpose of this item is to make Findings of Fact and Conclusions of Law regarding the appeal (“Appeal”) of the Planning and Zoning Board’s Decision Approving the Johnson Drive Apartments Project Development Plan PDP 170034. END CONSENT  CONSENT CALENDAR FOLLOW-UP This is an opportunity for Councilmembers to comment on items adopted or approved on the Consent Calendar.  STAFF REPORTS A. Neighborhood Connections Program Update. (staff: Emily Allen) B. Traffic Crash Trends. (staff: Joe Olson)  COUNCILMEMBER REPORTS  CONSIDERATION OF COUNCIL-PULLED CONSENT ITEMS City of Fort Collins Page 6 Discussion Items The method of debate for discussion items is as follows: ● Mayor introduces the item number, and subject; asks if formal presentation will be made by staff ● Staff presentation (optional) ● Mayor requests citizen comment on the item (three minute limit for each citizen) ● Council questions of staff on the item ● Council motion on the item ● Council discussion ● Final Council comments ● Council vote on the item Note: Time limits for individual agenda items may be revised, at the discretion of the Mayor, to ensure all citizens have an opportunity to speak. Please sign in at the table in the back of the room. The timer will buzz when there are 30 seconds left and the light will turn yellow. It will buzz again at the end of the speaker’s time. 14. Items Relating to Funding Improvements to the I-25/Prospect Interchange. (staff: Josh Birks, Mark Jackson, Mike Beckstead; 15 minute staff presentation; 45 minute discussion) A. Resolution 2018-024 Approving and Authorizing the Execution of a Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange and the Related Capital Pledge Agreement. B. Resolution 2018-025 Approving the Service Plan for the I-25/Prospect Interchange Metropolitan District. C. Resolution 2018-026 Approving the Consolidated Service Plan for the SW Prospect I-25 Metropolitan District Nos. 1-7. D. Resolution 2018-027 Approving the Consolidated Service Plan for the Gateway at Prospect Metropolitan District Nos. 1-7. E. Resolution 2018-028 Approving the Consolidated Service Plan for the Rudolph Farms Metropolitan District Nos. 1-6. The purpose of this item is to consider several actions related to the financing of the Prospect/I-25 Interchange financing and partnership. City staff is working with Colorado Department of Transportation (CDOT), Town of Timnath, and property owners/developers adjacent to the interchange of Interstate 25 (I-25) and Prospect Road to develop a funding partnership allowing CDOT to improve the interchange. This interchange is a key gateway entrance into Fort Collins and the Town of Timnath. It connects to a primary arterial route into and out of the communities. Improving the interchange will help alleviate congestion and improve safety. The I-25/Prospect interchange is old and aging infrastructure not designed to handle the urban level of traffic currently experienced. There are significant financial benefits to partnering on the interchange for all parties involved. CDOT agrees to pay for $12 million (half of the base cost) of the interchange. Timnath, Fort Collins and private interests will pay the balance of $19 million. City of Fort Collins’ share of the $19 million is approximately $8.1 million. Total cost of the improved interchange is estimated at $31 million. There is a potential savings of $7 million in improvement costs if the project can be included in the efficiencies of the overall I-25 corridor project. The actions presented as part of this item implement the partnership between the City and the property owners specifically through an overlay metro district as well as metro districts for the individual corner and developments. City of Fort Collins Page 7  CONSIDERATION OF CITIZEN-PULLED CONSENT ITEMS  OTHER BUSINESS A. Possible consideration of the initiation of new ordinances and/or resolutions by Councilmembers (Three or more individual Councilmembers may direct the City Manager and City Attorney to initiate and move forward with development and preparation of resolutions and ordinances not originating from the Council's Policy Agenda or initiated by staff.) B. Consideration of a motion to adjourn into executive session. CANCELLED  ADJOURNMENT Every Council meeting will end no later than 10:30 p.m., except that: (1) any item of business commenced before 10:30 p.m. may be concluded before the meeting is adjourned and (2) the City Council may, by majority vote, extend a meeting until no later than 12:00 a.m. for the purpose of considering additional items of business. Any matter which has been commenced and is still pending at the conclusion of the Council meeting, and all matters scheduled for consideration at the meeting which have not yet been considered by the Council, will be continued to the next regular Council meeting and will be placed first on the discussion agenda for such meeting. PROCLAMATION WHEREAS, those who identify as women of every race, class, and ethnic background have contributed to the growth and strength of our community in countless recorded and unrecorded ways; and WHEREAS, women like Alice Waltrous, Fort Collins’ first school teacher in 1870, and Jovita Vallecillo Lobato, the first Latina woman to graduate from CSU in 1936, have helped to create the diverse fabric of our Fort Collins community; and WHEREAS, women have played and continue to play critical economic, cultural, and social roles in every sphere of life in our community; and WHEREAS, despite these contributions, the role of women in history has often been overlooked; and WHEREAS, National Women’s History Month provides an excellent opportunity for citizens to learn more about the work of local organizations that honor and make known the contributions that women in Fort Collins have made, including Zonta International of Fort Collins, The Archive at the Fort Collins Museum of Discovery, Colorado State University’s Women and Gender Advocacy Center, and the Fort Collins Historical Society. NOW, THEREFORE, I, Wade Troxell, Mayor of the City of Fort Collins, do hereby declare the month of March 2018 as WOMEN’S HISTORY MONTH in the city of Fort Collins. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the City of Fort Collins this 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _________________________________ City Clerk Packet Pg. 8 PROCLAMATION WHEREAS, the City of Fort Collins recognizes the importance of Women of Aviation Worldwide Week (WOAW) as a global outreach initiative that takes place annually during the week of March 8 to honor Raymonde de Laroche, the first woman to receive her pilot’s license in 1910 and to recognize International Women’s Day; and WHEREAS, the week aims to raise awareness of aviation opportunities among girls of all ages while celebrating the accomplishments of past and present women of aviation; and WHEREAS, to fulfill the vision of the pioneers who stood up to open the doors of aviation for all women, we extend a warm welcome to girls of all ages in aviation facilities across the globe; and WHEREAS, each year, the week has a theme that highlights a historical female achievement in aviation; and WHEREAS, activities such as flying events, factory and school open door events, museum special programs, and much more are organized to showcase today’s women of aviation as well as extend a warm welcome to female newcomers. NOW, THEREFORE, I, Wade Troxell, Mayor of the City of Fort Collins, do hereby declare the week of March 8, 2018 as WOMEN OF AVIATION WORLDWIDE WEEK and ask the citizens of this community to recognize the importance of Women of Aviation Worldwide Week. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the City of Fort Collins this 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _________________________________ City Clerk Packet Pg. 9 Agenda Item 1 Item # 1 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Delynn Coldiron, City Clerk SUBJECT Consideration and Approval of the Minutes of the February 6, 2018 Regular Council Meeting and the February 13, 2018 Adjourned Council Meeting. EXECUTIVE SUMMARY The purpose of this item is to approve the minutes from the February 6, 2018, Regular Council Meeting and the February 13, 2018, Adjourned Council Meeting. ATTACHMENTS 1. February 6, 2018 (PDF) 2. February 13, 2018 (PDF) 1 Packet Pg. 10 City of Fort Collins Page 148 February 6, 2018 COUNCIL OF THE CITY OF FORT COLLINS, COLORADO Council-Manager Form of Government Regular Meeting – 6:00 PM • ROLL CALL PRESENT: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak Staff Present: Atteberry, Daggett, Coldiron • AGENDA REVIEW: CITY MANAGER City Manager Atteberry recommended Item No. 2, Second Reading of Ordinance No. 005, 2018, Authorizing the Acquisition by Eminent Domain of Certain Lands Necessary to Construct Public Improvements in Connection with the Suniga Road Improvements Project, be postponed to February 20 and stated Item No. 20, Resolution 2018-013 Approving an Intergovernmental Agreement with the Fort Collins Urban Renewal Authority for the Authority's Contribution of Funds to the City's Whitewater Park Project for Public Improvements, has been withdrawn to the February 27 work session to allow for further conversation around additional funding opportunities. He noted the withdrawal of Item No. 20 affects the planned Urban Renewal Authority meeting which will therefore not be held this evening. • CITIZEN PARTICIPATION Adam Eggleston thanked Councilmembers for attending a meeting at Coldwell Banker and for dedicating their time and efforts to making Fort Collins great. Stacy Lynne stated the City’s Sign Code is in violation of a United States Supreme Court ruling which precludes the use of sign code rules to discriminate against people based on religious, political, or commercial grounds. She stated the City is updating its Sign Code to comply with this ruling and to ensure downtown businesses comply with the City’s aesthetic values. She discussed the City violating its own aesthetic values with the placement of smoking ban signs in the downtown area. Thomas Edwards, Fort Collins Bicycle Coalition, thanked Mayor Pro Tem Horak, City Manager Atteberry, and staff for granting parking waivers to allow for bicycle surveys on Springfield. He stated more bicyclists are breaking traffic laws and there is no enforcement. Adam Lovall discussed repealing the U+2 Ordinance and cited the importance of co-housing and affordable housing. • CITIZEN PARTICIPATION FOLLOW-UP Mayor Troxell summarized the citizen comments and noted a study regarding U+2 is in process and will be on the Council agenda in the coming months. Councilmember Martinez requested information regarding Ms. Lynne’s comments. City Attorney Daggett replied the Reed versus Gilbert case mentioned by Ms. Lynne was specifically related to temporary sign regulations; however, the impact of the case is quite far reaching. Temporary 1.1 Packet Pg. 11 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 149 modification to the City’s Sign Code have already been made in order to address the concerns raised in the case and additional review will likely lead to some additional changes. • CONSENT CALENDAR Mayor Troxell opened the public hearings for Item Nos. 12-19, Items Relating to the Water Treatment Facility Annexations No. 1, No. 2, No. 3 and No. 4 and Zoning the Water Treatment Facility Annexations No. 1, No. 2, No. 3, and No. 4. Mayor Pro Tem Horak withdrew Item No. 2, Second Reading of Ordinance No. 005, 2018, Authorizing the Acquisition by Eminent Domain of Certain Lands Necessary to Construct Public Improvements in Connection with the Suniga Road Improvements Project, from the Consent Agenda. Mayor Troxell closed the public hearings for Item Nos. 12-19. Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to adopt and approve all items not withdrawn from the Consent Agenda. RESULT: CONSENT AGENDA ADOPTED [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak 1. Consideration and Approval of the Minutes of the December 19, 2017, January 2 and January 16, 2018 City Council Regular Meetings and the December 27, 2017 Council Special Meeting. (Adopted) The purpose of this item is to approve the minutes from the December 17, 2017, January 2 and January 16, 2018 Council Regular Meetings and the December 27, 2017 Special Meeting. 2. Second Reading of Ordinance No. 012, 2018, Appropriating Unanticipated Revenue in the Transit Services Fund for Contractual Paratransit Services for the City of Loveland Transit (COLT) and Transit Manager Services Pursuant to Two Intergovernmental Agreements with Loveland. (Adopted) This Ordinance, unanimously adopted on First Reading on January 16, 2018, appropriates funds to cover the costs of entering into two intergovernmental agreements (IGA) with Loveland, which costs will be reimbursed by Loveland. The first IGA provides paratransit service for COLT under the current Dial-A-Ride contract (the Paratransit IGA), the costs of which will be reimbursed monthly to the City of Fort Collins by the City of Loveland, COLT. The second IGA supplies a contractual employee to COLT to act as the COLT Transit Operations Manager under the supervision of the City of Fort Collins, Transfort (the Transit Management IGA). The costs will be reimbursed to the City of Fort Collins by the City of Loveland monthly. 3. Second Reading of Ordinance No. 013, 2018, Appropriating Unanticipated Grant Revenue in the General Fund for the Environmental Services Radon Program and Authorizing the Transfer of Matching Funds Previously Appropriated in the Environmental Services Department Operating Budget. (Adopted) This Ordinance, unanimously adopted on First Reading on January 16, 2018, appropriates unanticipated grant revenue in the General Fund for the Environmental Services Radon Program. This appropriation includes $7,961 of grant revenues provided by the Colorado Department of Public Health 1.1 Packet Pg. 12 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 150 and Environment (CDPHE) to support radon testing and mitigation programs. The grant directly supports radon activities identified in the Environmental Services Department’s core budget offer, and requires a local match of $5,307. Matching funds are appropriated and unexpended in the 2018 Environmental Services operating budget, and will be transferred to the Environmental Services radon program. 4. Second Reading of Ordinance No. 014, 2018, Appropriating Prior Year Reserves in the Data and Communications Fund for the Enterprise Document Management System and Electronic Record Search Project. (Adopted) This Ordinance, unanimously adopted on First Reading on January 16, 2018, appropriates $833,840 from the Data and Communications reserve to fund the Enterprise Document Management System and Electronic Record Search (EDMS) project. The funds will be used to replace the current enterprise document management system known as SIRE that currently manages the City’s documents and images. This project was approved through the Budgeting for Outcomes (BFO) process for use in 2017. However, the procurement process will not be completed until early February 2018, requiring the IT Department to submit this request ahead of the reappropriation process in order to enter into a contract with a vendor to avoid additional costs and delays. 5. Second Reading of Ordinance No. 016, 2018 Amending Article 5, Section 23-140 of the Code of the City of Fort Collins to Add a Definition of "Facilities". (Adopted) This Ordinance, unanimously adopted on First Reading on January 16, 2018, amend Sections 23-140 of the City Code to add a definition of "Facilities" which includes buildings, structures, vehicles, buses, and public parking areas. This amendment will grant express authority to the City Manager to set administrative policy related to conduct on Transfort buses and other transit facilities. 6. Second Reading of Ordinance No. 017, 2018, Amending the City of Fort Collins District-Precinct Map to Reflect Changes in County Precinct Boundaries and Waiving the Redistricting Requirement of Section 7-87(d) of the City Code. (Adopted) This Ordinance, unanimously adopted on First Reading on January 16, 2018, aligns City precinct boundaries with County precinct boundaries as required by Section 7-66 of the City Code. None of the divided precincts affect Council district boundaries. 7. First Reading of Ordinance No. 019, 2018, Appropriating Prior Year Reserves in the Natural Areas Fund for a 2017 Unanticipated Donation for Fish Ladder Design. (Adopted) The purpose of this item is to appropriate a $50,000 donation from Noosa Yoghurt, LLC. into the Natural Areas Department’s 2018 budget to fund a river health related project. In October 2017, Noosa Yoghurt, LLC. donated $50,000 to the Natural Areas department with a specific request that it be applied toward development of fish passage on the Watson Lake diversion structure. This structure is owned by Colorado Parks and Wildlife (CPW) and located on the Cache la Poudre River at the Watson Lake Fish Hatchery in Bellvue. Natural Areas staff is familiar with the design process, has managed the design process for two similar projects and has agreed to manage this design process and collaborate with CPW to facilitate this project. 8. First Reading of Ordinance No. 020, 2018, Appropriating Prior Year Reserves in the General Fund for Security Screening for Fort Collins Municipal Court. (Adopted) The purpose of this item is to appropriate $201,578 of prior year reserves in the General Fund for the cost of adding security screening for those attending hearings in Fort Collins Municipal Court. The Court is located on the first floor of the City’s Administrative Building at 215 North Mason Street. Access for those hearings would be limited to the north door of the building, the access point currently used for the Community Room. Those proceeding past the Community Room and entering the Court’s space would go through a magnetometer (metal detector) and have their belongings checked by contract security personnel prior to gaining access to the Court’s space. City employees working in 1.1 Packet Pg. 13 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 151 the building and the public accessing other offices in the building, including the Court Clerks’ Office for non-hearing related business, would still have unscreened access through the east and west entrances. Employees would also continue to have fob access to the building through the southwest entrance. The changes included in this request are necessary due to increasing safety and security concerns for employees working in and citizens utilizing City services in that building. 9. First Reading of Ordinance No. 021, 2018, Adopting the 2018 Classified Employees Pay Plan. (Adopted) The purpose of this item is to recommend the 2018 City Classified Employee Pay Plan. The Pay Plan has been redesigned to align with the City’s new job architecture system. The seven occupational groups have been replaced by job functions. Classified jobs are grouped according to job functions, a business practice commonly used by both the public and private sectors. Pay ranges are developed by career group (management, professional, administrative, operations and trades) and level for each job function. The result of this work is a City Classified Employee Pay Plan which sets the minimum, midpoint and maximum of pay ranges for the levels, within each career group and function. The 2018 City Classified Employee Pay Plan also includes the results of the market analysis conducted as defined in the Collective Bargaining Agreement between the City of Fort Collins and the Northern Colorado Lodge #3 of the Fraternal Order of Police (FOP). Actual employee pay increases are awarded through a separate administrative process in accordance with the budgeted amount approved by Council. 10. First Reading of Ordinance No. 022, 2018, Amending Article V, Division 3 of Chapter 2 of the Code of the City of Fort Collins to Clarify the City Manager's Authority Concerning the Administrative Branch of the City. (Adopted) The purpose of this item is to amend various sections in Article V, Division 3 of Chapter 2 of the City Code to clarify and eliminate confusion regarding the City Manager’s authority to assign supervisory authority as well as duties and functions to the services of the City administrative organization. 11. Items Relating to the Water Treatment Facility Annexation No. 1. (Adopted) A. Resolution 2018-009 Setting Forth Findings of Fact and Determinations Regarding the Water Treatment Facility Annexation. No. 1. B. Public Hearing and First Reading of Ordinance No. 023, 2018, Annexing the Property Known as the Water Treatment Facility Annexation No. 1 to the City of Fort Collins, Colorado. The purpose of this item is to annex the first of four sequential tracts of land known collectively as the Water Treatment Facility Annexations. Water Treatment Facility Annexation No. 1 consists of 0.101- acres of Laporte Avenue right-of-way and establishes the required 1/6 contiguity with existing City limits. Water Treatment Facility Annexation No. 1 is located approximately 800 feet west of Poudre High School on Laporte Avenue. A related item to zone the annexed property is presented as the next item on this Agenda. 12. Public Hearing and First Reading of Ordinance No. 024, 2018, Amending the Zoning Map of the City of Fort Collins and Classifying for Zoning Purposes the Property Included in the Water Treatment Facility Annexation No. 1 to the City of Fort Collins, Colorado, and Approving Corresponding Changes to the Residential Neighborhood Sign District Map. (Adopted) This item is a quasi-judicial matter and if it is considered on the discussion agenda it will be considered in accordance with the procedures described in Section 1(d) of the Council’s Rules of Meeting Procedures adopted in Resolution 2017-017. The purpose of this item is to zone the property included in the first of four sequential annexations, known as the Water Treatment Facility Annexation No.1. Water Treatment Facility Annexation No. 1 is located at the intersection of Sunset Street and Laporte Avenue. The proposed zoning for this 1.1 Packet Pg. 14 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 152 annexation is Urban Estate (U-E). The surrounding properties are existing residential land uses currently zoned FA-Farming Zoning District in Larimer County to the north, south and west. The abutting City limits to the east is zoned Low Density Mixed Use Neighborhood (L-M-N) and consists of Laporte Avenue right-of-way. Staff also recommends placement into the Residential Neighborhood Sign District. 13. Items Relating to the Water Treatment Facility Annexation No. 2. (Adopted) A. Resolution 2018-010 Setting Forth Findings of Fact and Determinations Regarding the Water Treatment Facility Annexation. No. 2. B. Public Hearing and First Reading of Ordinance No. 025, 2018, Annexing the Property Known as the Water Treatment Facility Annexation No. 2 to the City of Fort Collins, Colorado. The purpose of this item is to annex the second of four sequential tracts of land known collectively as the Water Treatment Facility Annexations. Water Treatment Facility Annexation No. 2 consists of 0.380-acres of Laporte Avenue right-of-way and establishes the required 1/6 contiguity with existing Water Treatment Facility Annexation No. 1. Water Treatment Facility Annexation No. 2 is located at the intersection of Sunset Street and Laporte Avenue. A related item to zone the annexed property is presented as the next item on this Agenda. 14. Public Hearing and First Reading of Ordinance No. 026, 2018, Amending the Zoning Map of the City of Fort Collins and Classifying for Zoning Purposes the Property Included in the Water Treatment Facility Annexation No. 2 to the City of Fort Collins, Colorado, and Approving Corresponding Changes to the Residential Neighborhood Sign District Map. (Adopted) This item is a quasi-judicial matter and if it is considered on the discussion agenda it will be considered in accordance with the procedures described in Section 1(d) of the Council’s Rules of Meeting Procedures adopted in Resolution 2017-017. The purpose of this item is to zone the property included in the second of four sequential annexations, known as the Water Treatment Facility Annexation No.2. Water Treatment Facility Annexation No. 2 is located at the intersection of Sunset Street and Laporte Avenue. The proposed zoning for this annexation is Urban Estate (U-E). The surrounding properties are existing residential land uses currently zoned FA-Farming Zoning District in Larimer County to the north, south and west. The abutting Water Treatment Facility Annexation No. 1 to the east is zoned Urban Estate (U-E) and consists of Laporte Avenue right-of-way. Staff also recommends placement into the Residential Neighborhood Sign District. 15. Items Relating to the Water Treatment Facility Annexation No. 3. (Adopted) A. Resolution 2018-011 Setting Forth Findings of Fact and Determinations Regarding the Water Treatment Facility Annexation. No. 3. B. Public Hearing and First Reading of Ordinance No. 027, 2018, Annexing the Property Known as the Water Treatment Facility Annexation No. 3 to the City of Fort Collins, Colorado. The purpose of this item is to annex the third of four sequential tracts of land known collectively as the Water Treatment Facility Annexations. Water Treatment Facility Annexation No. 3 consists of 1.182- acres of Laporte Avenue right-of-way and establishes the required 1/6 contiguity with Water Treatment Facility Annexation No. 2. Water Treatment Facility Annexation No. 3 is located between Sunset Street and North Overland Trail. A related item to zone the annexed property is presented as the next item on this Agenda. 1.1 Packet Pg. 15 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 153 16. Public Hearing and First Reading of Ordinance No. 028, 2018, Amending the Zoning Map of the City of Fort Collins and Classifying for Zoning Purposes the Property Included in the Water Treatment Facility Annexation No. 3 to the City of Fort Collins, Colorado, and Approving Corresponding Changes to the Residential Neighborhood Sign District Map. (Adopted) This item is a quasi-judicial matter and if it is considered on the discussion agenda it will be considered in accordance with the procedures described in Section 1(d) of the Council’s Rules of Meeting Procedures adopted in Resolution 2017-017. The purpose of this item is to zone the property included in the third of four sequential annexations, known as the Water Treatment Facility Annexation No. 3. Water Treatment Facility Annexation No. 3 is located between Sunset Street and North Overland Trail. The proposed zoning for this annexation is Urban Estate (U-E). The surrounding properties are existing residential land uses currently zoned FA-Farming Zoning District in Larimer County to the north, south and west. The abutting Water Treatment Facility Annexation No. 2 to the east is zoned Urban Estate (U-E) and consists of Laporte Avenue right-of-way. Staff also recommends placement into the Residential Neighborhood Sign District. 17. Items Relating to the Water Treatment Facility Annexation No. 4. (Adopted) A. Resolution 2018-012 Setting Forth Findings of Fact and Determinations Regarding the Water Treatment Facility Annexation. No. 4. B. Public Hearing and First Reading of Ordinance No. 029, 2018, Annexing the Property Known as the Water Treatment Facility Annexation No. 4 to the City of Fort Collins, Colorado. The purpose of this item is to annex the fourth and final tract of land known collectively as the Water Treatment Facility Annexations. Water Treatment Facility Annexation No. 4 consists of 102.825-acres of Laporte Avenue right-of-way and parcel numbers 970700913, 9707000904 and 9707000908 which wholly contain the Fort Collins Water Treatment Facility. Furthermore, the annexation establishes the required 1/6 contiguity with Water Treatment Facility Annexation No. 3. Unlike Water Treatment Facility Annexations No. 1, 2 and 3, the No.4 annexation lies in large part outside the Growth Management Area (GMA) boundary. Water Treatment Facility Annexation No. 4 is located west of North Overland Trail and continues approximately to the Horsetooth Reservoir. A related item to zone the annexed property is presented as the next item on this Agenda. 18. Public Hearing and First Reading of Ordinance No. 030, 2018, Amending the Zoning Map of the City of Fort Collins and Classifying for Zoning Purposes the Property Included in the Water Treatment Facility Annexation No. 4 to the City of Fort Collins, Colorado, and Approving Corresponding Changes to the Residential Neighborhood Sign District Map. (Adopted) This item is a quasi-judicial matter and if it is considered on the discussion agenda it will be considered in accordance with the procedures described in Section 1(d) of the Council’s Rules of Meeting Procedures adopted in Resolution 2017-017. The purpose of this item is to zone the property included in the fourth of four sequential annexations, known as the Water Treatment Facility Annexation No. 4. Water Treatment Facility Annexation No. 4 is located between Hollywood Street and the Horsetooth Reservoir. The proposed zoning for this annexation is Urban Estate (U-E) and Residential Foothills (R-F). The surrounding properties are existing residential, municipal facilities, state college facilities, and federal facilities currently zoned FA- Farming and O-Open Zone Districts in Larimer County to the north, south and west. The abutting Water Treatment Facility Annexation No. 3 to the east is zoned Urban Estate (U-E) and consists of Laporte Avenue right-of-way. Staff also recommends placement into the Residential Neighborhood Sign District. 1.1 Packet Pg. 16 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 154 19. Resolution 2018-013 Approving an Intergovernmental Agreement with the Fort Collins Urban Renewal Authority for the Authority's Contribution of Funds to the City's Whitewater Park Project for Public Improvements. (Withdrawn) 20. Resolution 2018-014 Appointing Mayor Pro Tem Gerry Horak to the Policy Advisory Committee of the Regional Transportation Coordination Task Force. (Adopted) The purpose of this item is to appoint Mayor Pro Tem Gerry Horak as the City of Fort Collins’ representative on the newly formed Regional Transportation Coordination Task Force Policy Committee. 21. Resolution 2018-015 Making Appointments to the Building Review Board and the Senior Advisory Board of the City of Fort Collins, and to the Board of Housing Catalyst. (Adopted) The purpose of this item is to appoint individuals to fill vacancies that currently exist on the Building Review Board, the Senior Advisory Board, and the Board of Housing Catalyst due to expiration of terms on December 31, 2017. Applications were solicited beginning in September 2017 to January 2018. Council teams interviewed applicants during December and January. • STAFF REPORTS Annie Bierbower, Civic Engagement Liaison, discussed the history of the Alta Vista sidewalk project. Expanded neighborhood outreach occurred in spring 2017 and updates to the plan were implemented in fall 2017. Bierbower detailed the neighborhood outreach process which included neighborhood visits and a questionnaire. The results of the outreach showed residents desired sidewalks, but not actually within the neighborhood given concerns related to street width, parking, traffic flow, and connectivity to other areas. Chad Crager, Director of Infrastructure Services, stated the final project design includes traffic calming islands and sidewalks connecting the neighborhood to Vine and Lemay and the upcoming park facility. He stated the ultimate project increases pedestrian safety, addresses neighborhood concerns, and provides neighborhood identity. Councilmember Overbeck noted there was Council engagement in the project as well. Councilmember Stephens commended staff work and the proactive engagement process. She encouraged the use of this type of outreach in other areas. Councilmember Martinez complimented staff in working with the neighborhood. • COUNCILMEMBER REPORTS Councilmember Stephens reported on attending the Colorado Communities Symposium which was put on by the Compact of Colorado Communities. The Compact is made up of dozens of communities committed to lowering greenhouse gases. Fort Collins Utilities won an award at the Symposium recognizing innovative programs demonstrating bold vision for a clean, resilient, and prosperous Colorado. Councilmember Martinez reported on attending the listening session for business at Austin’s and the awards ceremony at Poudre Fire Authority. 1.1 Packet Pg. 17 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 155 Councilmember Overbeck reported on the Human Relations Commission’s program on racial inequity. Mayor Pro Tem Horak reported on meeting with Senator Gardner’s primary staff person for transportation and infrastructure and a meeting with two leaders of the Fraternal Order of Police. Mayor Troxell thanked Councilmembers for being active throughout the community and reported on the State of the City address. • CONSIDERATION OF COUNCIL-PULLED CONSENT ITEMS 22. Second Reading of Ordinance No. 005, 2018, Authorizing the Acquisition by Eminent Domain of Certain Lands Necessary to Construct Public Improvements in Connection with the Suniga Road Improvements Project. (Postponed to February 20, 2018) This Ordinance, unanimously adopted on First Reading on January 2, 2018, authorizes the use of eminent domain, if deemed necessary, to acquire property interests needed to construct improvements to Suniga Road Improvements Project. The project will construct a new arterial roadway between College Avenue and Blondel Street. Improvements include construction of a complete arterial street which includes four travel lanes, protected bike lanes, landscaped parkways, medians, sidewalks and utility improvements. In order for the City to construct these improvements, the City will need to acquire certain property interests adjacent to the project area. The project will affect seven properties. Acquisitions will include fee purchase right-of-way, permanent utility and drainage easements and temporary construction easements. Staff has had contact with all affected property owners. Timely acquisition of the property is necessary to meet the anticipated construction schedule. Staff fully intends to negotiate in good faith with the affected owners and is optimistic that all property negotiations can be completed prior to the start of the Project. Staff is requesting authorization of eminent domain for all property acquisitions for the Project only if such action is deemed necessary. Jessica Skibo stated this Ordinance would affect North College Avenue property owners in terms of access to North College Avenue. She stated the proposed solution works but needs to be permanent. Mayor Pro Tem Horak made a motion, seconded by Councilmember Overbeck, to postpone consideration of Second Reading of Ordinance No. 005, 2018, to February 20, 2018. RESULT: POSTPONED TO FEBRUARY 20, 2018 [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Bob Overbeck, District 1 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak • DISCUSSION ITEMS 23. Resolution 2018-016 Approving the Grant of Funds for a Locker Program at Fort Collins Mennonite Fellowship. (Defeated) The purpose of this item is to provide City Council with details of the proposal for the City to fund lockers at the Fort Collins Mennonite Fellowship, additional information about locker programs in other communities, as well as possible options for consideration. Jeff Mihelich, Deputy City Manager, stated the Fort Collins Homeless Coalition requested an enhancement of the provision of lockers in the community in 2017. Staff was directed by Council 1.1 Packet Pg. 18 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 156 to look at options. During the outreach process, staff found no service provider who was interested in providing lockers that are available 24/7; however, the Mennonite Church put forth a proposal for a one-year pilot for 20 outdoor lockers that would be available 24/7, monitored by security cameras, and managed by Mennonite staff. Funding in the amount of $10,500 is being requested to purchase the lockers and provide an operational subsidy for the Church. Mihelich summarized the input received from community members during the extensive outreach process. He noted there are 200 community lockers at the Murphy Center, some of which were funded by the City, and there is rarely a waitlist for those lockers. Other storage space opportunities exist at Catholic Charities, the Fort Collins Rescue Mission, and Faith Family Hospitality. The point in time count places the homeless population at 300 and there are currently 276 lockers or storage opportunities available, which puts Fort Collins in the lead for providing lockers based on point in time count numbers. In examining best practices, it was found that municipalities do not operate the lockers and providers that have stopped offering the service have done so because of security reasons related to abandoned property, the storage of food in the lockers, the use of lockers for drug trading, and fights resulting from sharing issues. Every community stressed the importance of having 24/7 supervision of the lockers. Staff does not recommend providing City funds to this program at this time given safety concerns which will not be mitigated with the current supervision proposal. Indoor lockers are a much better solution and that program could be expanded. Additionally, the funding has not competed through the budget process or another competitive process. Other service providers have suggested the funds would be better used for pathways out of homelessness, housing retention, and preventative flex spending for one-time assistance. Staff is recommending other options be discussed with service providers for a competitive process if it is determined additional lockers are a priority. Sarah King supported funding the locker proposal and questioned why homeless residents need more supervision than anyone else. Dan Johnston supported funding the locker proposal. Sidna Rachid supported funding the locker proposal. Lynette McGowan stated there is still a gap in services in this area and the Church is a willing community partner. She supported funding the locker proposal. Lynn Thompson supported funding the locker proposal. Katherine Acott stated she lives in the area and expressed concern with the locker proposal, particularly the unsupervised aspect. Kevin Cross stated he lives in the area and commented on the desire for inclusion in the city. He supported funding the locker proposal. Larson Ross supported funding the locker proposal. 1.1 Packet Pg. 19 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 157 Macey Delphs supported funding the locker proposal and stated people thrive when given responsibility. Laura Petrik stated she lives in the area and opposed the locker proposal citing safety concerns. She stated her children have been harassed and have witnessed a stabbing among homeless individuals. Zach Heath supported funding the locker proposal. Jennifer Petrik stated she lives in the area and has had first-hand experience with illegal activity due to the increased transient population. She opposed the locker proposal. Stephen (no last name given) stated he lives in the area and supported funding the locker proposal. Mary Ray stated she lives on the same block as the Church and needs to be able to assure her tenants they are safe. She opposed the locker proposal and requested Council consider the residents in the area, not just the homeless population. Nevin Mandel stated he lives in the area and supported funding the locker proposal. Walter Hickman stated he owns a business in the area and opposed the locker proposal. Dwight Hall stated this program, as described, falls firmly in the failed category in other communities. He suggested Council support a mental health and substance abuse center. Debra James supported funding the locker proposal. Brenton Dahl stated the existing services are not provided by competent individuals. Barb Wilkins opposed the locker proposal. Annie Scott stated there is a core group of people within the Church with experience in working in communities of need. She supported funding the locker proposal. Richard McNally supported funding the locker proposal. Rosemary VanGorder supported funding the locker proposal but stated she does understand the concerns of neighbors. She stated a more ideal location could potentially be found. Gregor Schuurman stated he lives in the area and opposed the locker proposal. Nancy York stated there is a demonstrated need for lockers and supported funding the proposal. Steve Raimer, Fort Collins Mennonite Fellowship Pastor, discussed the need for the lockers and supported funding the proposal. He stated this type of project has not been tried anywhere and therefore has yet to fail. Jeff Kearns supported funding the locker proposal. Mary Janser stated she was previously homeless and, though she understands the concerns, these lockers will be for working individuals. She supported funding the proposal. 1.1 Packet Pg. 20 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 158 Cheryl Distaso, Fort Collins Homeless Coalition, stated Council directed staff to find a partner for the locker proposal; therefore, it is not anecessary for this to go through a competitive process. She discussed the importance of partnerships and noted the Church was the only partner that came forward. Dan Baker stated he lives in the area and stated this is not a solution to a much larger issue. Michael Raineri, proposed locker manager, stated the locker users will be screened, video surveillance will occur, and lockers will only be rented for 3 months at a time. He showed a video citing the need for the lockers. Councilmember Stephens made a motion, seconded by Councilmember Cunniff, to adopt Resolution 2018-016. Councilmember Stephens stated this may not be the perfect solution; however, it does provide an answer to Council’s request. She stated she would like to fund an acceptable solution. Councilmember Cunniff stated Council asked for this research and noted there are difficulties with the existing storage options. He asked if it would be possible to limit the access to supervised access only, particularly in the middle of the night. Pastor Raimer replied the cost of the program will certainly increase with staffing. He stated he does not foresee many people needing access between maybe midnight and 4:00 AM. Drugs, alcohol, weapons, and food will not be allowed to be stored and individuals breaking rules will lose their lockers. Councilmember Martinez asked how it will be ensured there are no prohibited items stored. Pastor Raimer replied the manager will interview each individual and lockers can be opened if prohibited items are suspected. Councilmember Summers asked how the City is involved in the Murphy Center lockers. Mihelich replied the City has invested some funds in expanding the lockers at the Murphy Center. Councilmember Summers asked if the City funds the Murphy Center on an annual basis. Mihelich replied in the affirmative. Councilmember Summers suggested examining options at the Murphy Center to make the lockers more available there. Mihelich stated staff has had recent conversations with the Murphy Center about increasing access to the existing lockers and there is some receptivity to that solution. Councilmember Summers suggested the individuals who are willing to manage the lockers at the Church may be willing to do so at the Murphy Center in order to expand access hours. Councilmember Stephens requested a more in-depth explanation of the proposed screening process. Pastor Raimer replied an interview will occur and noted homeless residents are often served and known by the Church and its employees; however, there will be no background checks as homeless residents should not be expected to be treated differently. Councilmember Stephens stated she is attempting to address neighborhood concerns. Councilmember Overbeck asked if additional storage options are being investigated for individuals attending Municipal Court. Mihelich replied in the affirmative. 1.1 Packet Pg. 21 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 159 Councilmember Overbeck thanked the Church for providing the proposal but supported moving forward in discussions with other service providers for expanded access to existing lockers. Councilmember Martinez asked if the street outreach program has found a high demand for lockers. Mihelich replied there is a demand for lockers in the community; however, the challenge exists with providing them 24/7 without supervision. There may be a lack of awareness about the Murphy Center lockers as well. Mihelich discussed the importance of the Murphy Center lockers as having a connection to other programs. Councilmember Martinez asked how many police calls are generally received in the area. Greg Yeager, Deputy Police Chief, replied there were 777 calls in the Library Park area, including Old Town and part of North College, in 2017. There were 35 calls specifically in Library Park, which is double that of the previous year. Councilmember Martinez asked how many of the 777 calls resulted in arrest. Yeager replied many of those have resulted in enforcement action based on the behavior involved. Councilmember Cunniff stated the possibility of random locker searches is reasonable and prudent and requested periodic reporting on the program. City Attorney Daggett stated part of agreement negotiations is ensuring the City’s interests are covered in terms of potential risks and ensuring conditions imposed are appropriate. Councilmember Martinez asked how far resources would be stretched with extra patrol requests of the Police Department. City Manager Atteberry replied he will be requesting additional Police funding in the new budget. At this point, minimum staffing is met. Councilmember Martinez asked how many officers the force is short now. Yeager replied Police Services is usually 10 to 15 officers low based on hiring cycles. Councilmember Cunniff suggested using the funding proposed for the Mennonite fellowship to create a cooperative agreement with the Murphy Center for larger lockers with expanded hours. Mihelich noted increasing hours at the Murphy Center would affect the entire facility. In conversations with the Murphy Center, hours could be expanded to 10 PM Monday through Friday and weekend hours could be discussed. Mayor Pro Tem Horak stated he cannot support the proposal in its current form as it does not meet the standards for what is desired. Mayor Troxell stated this proposal does not fit into the City’s system of care to make homelessness rare and short-lived. Councilmember Stephens stated not having lockers is a barrier to people finding employment; therefore, a locker proposal does fit into the strategy. She stated potential problems can be addressed and expressed support for the Resolution. Councilmember Martinez stated he cannot support the Resolution as written; however, he does see the need. He expressed concern with asking church employees and parishioners to search lockers. 1.1 Packet Pg. 22 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 160 Councilmember Cunniff stated he understands the need for lockers; however, a solution that is part of a bigger more holistic program has a stronger chance of success. He stated he will be proposing such under Other Business. RESULT: RESOLUTION 2018-016 DEFEATED [1 TO 6] MOVER: Kristin Stephens, District 4 SECONDER: Ross Cunniff, District 5 AYES: Stephens NAYS: Martinez, Summers, Overbeck, Troxell, Cunniff, Horak (Secretary’s Note: The Council took a brief recess at this point in the meeting.) 24. First Reading of Ordinance No. 031, 2018 Authorizing the Conveyance of a Portion of City- Owned Property at Pineridge Natural Area to Michael and Mary Pat McCurdie. (Postponed Indefinitely) The purpose of this item is to consider the petition from Michael and Mary Pat McCurdie requesting the City to sell them 606 square feet of Pine Ridge Natural Area. Mark Sears, Natural Areas Manager, stated this is a petition from Mike and Mary Pat McCurdie to purchase 606 square feet of the Pineridge Natural Area adjacent to their home. Council approved the sale of 6 Pineridge parcels in 2015 to resolve significant encroachments in the Natural Area, many of which had existed for 20 years. Sears discussed the reasons for the sale of the 6 specific properties and stated an additional 6 parcels were sold for similar reasons a year later in the Cathy Fromme Natural Area. Sears discussed the parcel being requested by the McCurdies, which would connect to an adjoining parcel sold in 2015. Natural Areas Department staff and the Land Conservation and Stewardship Board are recommending Council not sell this parcel for the following reasons: there is no compelling practical or financial justification for selling the parcel, irregular boundaries with corners are quite common, it does not meet any of the land disposition guidelines, and there is concern this could set a precedent for selling similar parcels in the future. Sears stated the McCurdies’ claim they were not offered the option to purchase the property in 2015; however, his notes indicate they were given the option to do so. Several letters were sent informing them of three options to resolve their encroachments, including an option to purchase. At the time, staff was not supporting the sale because the encroachment was minor and could easily be removed. Mr. McCurdie was given until March 2015 to remove his encroachments, and that deadline was met. Ed Reifsnyder, Land Conservation and Stewardship Board Chair, stated the Board has reviewed this petition and vote unanimously to recommended Council not approve this sale of public land for what is essentially private purposes. This sale would not solve a Natural Areas problem, serve a public purpose, advance conservation goals, or be in the spirit of the ballot language which established the Natural Areas program. Michelle Haefele requested Council oppose this petition stating selling this land would go against the wishes of voters and would not benefit the citizens of Fort Collins in any way. The possible precedent would be detrimental. 1.1 Packet Pg. 23 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 161 Ray Watts stated sales of slivers of Natural Area land erode citizen expectations and there is no public, land management, programmatic, or ecological benefit to the proposed land transfer. Rich Stave stated there should be a better process allowing the public more input into this type of transfer. He opposed the sale. Joe Piesman stated there should be very compelling reasons to sell portions of Natural Areas and opposed the sale. Kathryn Dubiel stated consistency of City policy is paramount and there is no compelling practical or financial justification for this sale. Mike McCurdie stated he is in the process of remodeling and discussed his property. He stated the section in question becomes a collecting point for trash and weeds which he currently maintains. He stated this sale would not set a precedent. David Tweedale opposed the sale and stated disposing of lands with no compensating management or conservation benefit violates the public expectations of sound management aimed at perpetual conservation. Councilmember Summers asked if staff would have recommended the sale of this parcel in 2015. Sears replied in the negative. Councilmember Summers asked what precedent would be set by this sale that was not set by the sale of the previous parcels. Sears replied the previous parcels were unique in that some of those encroachments had existed more than 20 years. He noted the parcels that were sold were not brought before Council until all encroachments across Natural Areas were resolved so as not to set a precedent. Councilmember Summers asked when this area was purchased. Sears replied it was in the early 1990s. Councilmember Martinez asked Mr. McCurdie why he wants to purchase the land. Mr. McCurdie replied he want to purchase the land to address the property line discontinuity and make better use of the land by landscaping it in a transitional way. Councilmember Martinez asked why this item is before Council. Mihelich replied the Code requires any land sale to be approved or denied by Council. Applicants are required to pay a non- refundable deposit, pay for surveying and recording as well as the value of the land. They will lose their $1000 deposit if Council does not approve the sale. Councilmember Stephens asked how this situation differs from the previously sold properties with irregular boundaries. Sears noted one example where the steep bank created when the lot was built should have been included in the lot from the beginning. Councilmember Cunniff noted the irregular shape was determined in 2015 to be not sustainable for the Natural Areas department. He noted Council specifically stated the previous sales were one-time sales for exceptional situations. Staff was directed to be very diligent in monitoring future encroachments and remedying them before a sale would need to be a consideration. 1.1 Packet Pg. 24 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 162 Councilmember Stephens asked about Mr. McCurdie’s claim that he maintains this area. Sears replied there are 705 adjoining property owners to 49 different Natural Areas; therefore, there will be some areas staff may not be as diligent about maintaining and it is appreciated when neighbors pick up trash. He stated a certain level of encroachment is allowed for adjoining property owners in order for them to maintain the immediate area behind their lots. Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to postpone Ordinance No. 031, 2018 indefinitely. Mayor Pro Tem Horak stated this sets no precedent and clarified it is Council’s purview to sell any land it deems fit. He suggested the McCurdie’s deposit be refunded so as not to be punitive but with clear direction moving forward. City Attorney Daggett noted a motion to refund the money would be needed prior to a motion to postpone indefinitely. Mayor Pro Tem Horak and Councilmember Cunniff withdrew their motion. Mayor Pro Tem Horak made a motion, seconded by Councilmember Martinez, to refund the $1,000 deposited with the City to date. Councilmember Stephens stated she would like to see some clarity around the language in the future. The vote on the motion was as follows: Yeas: Summers, Cunniff, Overbeck, Stephens, Martinez, Horak and Troxell. Nays: none. THE MOTION CARRIED. Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to postpone Ordinance No. 031, 2018 indefinitely. Councilmember Martinez discussed the importance of erring on the side of voters. RESULT: ORDINANCE NO. 031, 2018, POSTPONED INDEFINITELY [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak 25. First Reading of Ordinance No. 018, 2018, Amending Chapter 23.5 of the Code of the City of Fort Collins Pertaining to Special Events. (Adopted on First Reading) The purpose of this item is to consider amending Chapter 23.5 of the City Code pertaining to Special Events to be in alignment with current law and to more accurately reflect the City’s current processes and procedures for issuing Special Event Permits. Mark Jackson, Deputy Planning, Development, and Transportation Director, discussed the evolution and benefits of the event planning process and position. This request is a first step in bringing outdated Code language up to current practices. 1.1 Packet Pg. 25 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 163 Jan Sawyer, Special Events Coordinator, stated one of the first goals of the Coordinator position was to streamline the special event permit application process. One part of that was to automate the application process, which was completed in October. This item updates the City Code to better reflect current and best practices related to special events permits. Sawyer stated staff is also requesting Council allow the details of special event regulation to be included in an administrative terms and conditions document and discussed the upcoming public engagement plan for special events and their impacts. Councilmember Overbeck asked if neighborhood issues will be addressed the next time this will be heard by Council. Sawyer replied in the affirmative and stated that will likely occur in the fall. She stated staff is working on the best methods and timing for the public engagement to occur. The plan is to formalize a process for neighborhood engagement as part of that plan. Councilmember Martinez asked if wheelchair issues at New West Fest are being addressed. Sawyer replied in the affirmative. Mayor Pro Tem Horak made a motion, seconded by Councilmember Martinez, to adopt Ordinance No. 018, 2018, on First Reading. Councilmember Cunniff discussed the importance of having sensitivity to impacted neighborhoods. RESULT: ORDINANCE NO. 018, 2018, ADOPTED ON FIRST READING [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak • OTHER BUSINESS Councilmember Cunniff requested and received Council support to direct staff to update Council on the current situation at the Murphy Center and to look for opportunities to enhance the dialogue around expanded locker access. He stated he would like that to go through the normal Council process, but not wait for the budget process. Mayor Pro Tem Horak requested and received Council support to direct staff to look at the administrative policy around Natural Area land sales. 1.1 Packet Pg. 26 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) February 6, 2018 City of Fort Collins Page 164 • ADJOURNMENT Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to adjourn to 6:00 PM, Tuesday, February 13, 2018, to hear The Union on Elizabeth appeal. RESULT: ADOPTED [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak The meeting adjourned at 9:43 PM. ______________________________ Mayor ATTEST: ________________________________ City Clerk 1.1 Packet Pg. 27 Attachment: February 6, 2018 (6538 : Minutes-2/6, 2/13) City of Fort Collins Page 165 February 13, 2018 COUNCIL OF THE CITY OF FORT COLLINS, COLORADO Council-Manager Form of Government Adjourned Meeting – 6:00 PM • ROLL CALL PRESENT: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak Staff present: Atteberry, Daggett, Coldiron 1. Consideration of an Appeal of the Planning and Zoning Board Decision Regarding the Union on Elizabeth Project Development Plan/Final Plan PDP/FDP170024. (Adopted) The purpose of this item is to consider an appeal of the Planning and Zoning Board decision to approve the Union on Elizabeth Project Development Plan/Final Plan. On December 28, 2017, an appeal was filed challenging the Planning and Zoning Board Decision made at the December 14, 2017, hearing. City Attorney Daggett outlined the hearing process and Code requirements related thereto and briefly discussed the allegations of the appeal. Rory Heath, Appellant, Stephanie Hansen, Ripley Design and Applicant representative, and Dino DiTullio, Applicant, identified themselves. Cameron Gloss, Planning Manager, stated the proposed project, a 5-story mixed-use building, is located on Elizabeth Street just west of Shields Street. The building has 3,800 square feet of retail and 107 units with 402 bedrooms. It is in the Community Commercial zone district and Transit Overlay District. Gloss outlined the specific appeal allegations: the authority or jurisdiction of the Planning and Zoning Board, failure to conduct a fair hearing, the Board exceeded its authority or jurisdiction, and that the integrity of public participation was severely damaged by the Chair. The appellant alleges the Board decision was favorable to the personal business interests of one or more Boardmembers and that the Board moved through the approval process too quickly. Staff’s perspective is that the Board followed proper procedures. Regarding the assertion that the Board substantially ignored its previously established rules of procedure, staff finds the conduct of the public hearing and order of proceedings was followed based on Land Use Code Section 2.2.7. Regarding the allegation the Board considered evidence that was substantially false or grossly misleading, the Land Use Code states any person may appear at a public hearing and submit evidence. Regarding the allegations related to the traffic study, Gloss stated the traffic study complies with the Larimer County Urban Area Street Standards and did factor in future anticipated growth. The allegation regarding failure to properly address concerns introduced by the appellant concerning CSU’s view corridors, staff finds it has consistently applied the Code to consider views from designated natural features and not views from private property. Regarding the allegation on public outreach to CSU, staff noted there was mailed and posted notice in accordance with the City’s standards. CSU was also involved with the West Central Area Plan 2015 update which included an analysis of building heights west of campus. 1.2 Packet Pg. 28 Attachment: February 13, 2018 (6538 : Minutes-2/6, 2/13) February 13, 2018 City of Fort Collins Page 166 Regarding the allegation the Boardmembers and Chair have special interests in mind, Gloss noted one Boardmember recused himself and the others stated they had nothing to disclose; therefore, no evidence of a conflict of interest exists. Gloss discussed the location of the proposed project and outlined its aspects that meet the Land Use Code and West Central Area Plan. He noted no Land Use modifications were required. Mayor Troxell asked Councilmembers to discuss their site visits. Councilmember Cunniff stated he observed the site and context of the area. Councilmember Overbeck stated he walked from the east to west side of the property, looked at the alley and surrounding structures, and inquired about the street access point. Mayor Troxell stated he and Mayor Pro Tem Horak also attended the site visit. He stated he inquired about the paseo’s alignment with the adjacent complex. Mayor Troxell asked that procedural issues be addressed. Mr. Heath asked if he could present a PowerPoint presentation. Mayor Troxell asked if it is limited to materials previously presented. Mr. Heath replied in the affirmative but stated there is additional clarifying information in the presentation. Ms. Hansen requested the ability to object should she see information not previously presented. Mayor Pro Tem Horak suggested the applicant be given the opportunity to review the presentation to determine if any objections exist. (Secretary’s Note: The Council took a brief recess at this point in the meeting.) Ms. Hansen stated significant new information exists in the PowerPoint presentation; however, the applicant does not have any objection to its inclusion in the hearing. APPELLANT PRESENTATION Mr. Heath discussed the citizen participation aspects of this project and the appeal process. He stated the staff presentation by Mr. Gloss favored the applicant. He showed slides of various aspects of the Planning and Zoning Board hearing and other information. Mr. Heath discussed other recently approved projects in the area and stated the traffic study does not provide a metric with the new lane conditions and projects present. He questioned how a “neighborhood” is defined and how much input CSU provided. Regarding bias, Mr. Heath stated Chair Schneider was able to steer the direction of the hearing and denied the continuance of the item as requested. He stated Chair Schneider’s employment in the construction industry is a bias. APPLICANT PRESENTATION Stephanie Hansen, Land Planner, stated her presentation addresses the notice of appeal rather than the new additional information provided in Mr. Heath’s presentation. She discussed the changes 1.2 Packet Pg. 29 Attachment: February 13, 2018 (6538 : Minutes-2/6, 2/13) February 13, 2018 City of Fort Collins Page 167 made to improve the plan and noted it was approved unanimously by the Planning and Zoning Board. Ms. Hansen discussed the area and noted the West Central Area Plan provides information as to the definition of the neighborhood. The proposed project focuses on the pedestrian experience by stepping back the third and fourth floors, articulating all sides of the building, and providing large setbacks on the east and west sides. Ms. Hansen stated there are three review criteria for potential impacts of a building over 40 feet tall: light and shadow, privacy, and neighborhood scale. The Code does not have any review criteria for protecting views or view corridors and the evidence on the record shows this project complies with all three applicable review criteria. Ms. Hansen noted the project is not requesting any modifications and discussed the conditions imposed on the project by the Board. She stated the Board has consistently set public input time for three minutes, as it did when Mr. Heath spoke, and stated the Board may not have exhaustively discussed every topic; however, that does not mean they were not considered. Ms. Hansen stated the exact dates of the traffic study were included and all applicable developments were included in the traffic forecast. She discussed the allegations of bias and noted Chair Schneider has no financial interest in the project. She requested Council uphold the Planning and Zoning Board’s approval. APPELLANT REBUTTAL Mr. Heath stated there is a bias in that Chair Schneider works in the construction industry and has a network within that industry. He stated the traffic report did not contain proper diagramming and there was a lack of legislative will when the item was not considered for continuation. Mr. Heath stated there has not been a specific name of anyone notified at CSU. He stated the entire West Central Area Plan was not considered for this project and discussed parking issues. APPLICANT REBUTTAL Ms. Hansen stated several potential retail tenants have been identified, all notices were mailed per Code requirements, and she has met with the appellant several times and would meet with any interested party to gain input. Mr. DiTullio stated he has never had any interactions with Chair Schneider outside of the Planning and Zoning Board and his company has nothing to do with the project. COUNCIL DISCUSSION Councilmember Martinez asked about the process of notifying CSU. Gloss replied CSU, as a nearby property owner, does receive written notice. CSU is also closely coordinated with the City’s planning efforts and participated heavily in the West Central Area Neighborhood Plan update. 1.2 Packet Pg. 30 Attachment: February 13, 2018 (6538 : Minutes-2/6, 2/13) February 13, 2018 City of Fort Collins Page 168 Councilmember Martinez asked who specifically is notified at CSU. Gloss replied Fred Haberecht, CSU Facilities, is the main point of contact; however, he cannot speak to the exact individual who received the mail notice in this case. Councilmember Martinez asked about the public outreach process for the project. Gloss replied the required neighborhood meeting was conducted. Councilmember Martinez asked about the bias allegations. Gloss replied Boardmembers were given the opportunity to recuse themselves if a conflict existed. Councilmember Martinez asked Mr. Heath if he has any specific proof of a bias. Mr. Heath replied he has no specific proof; however, it is a logical conclusion that someone within the industry would have the same network of people who may benefit from the project and his decision. Councilmember Martinez asked Mr. Heath to clarify his comments about the traffic study being reckless. Mr. Heath replied the traffic study did not correct a change in the traffic flow, especially considering the new underpass. He stated losing the second lane causes an awkward and unsafe flow of traffic. Martina Wilkinson, Traffic Operations, stated a scoping meeting with the applicant occurred prior to the completion of the underpass; therefore, the traffic study started from a baseline of the existing conditions when the project was submitted. After the underpass was complete, the applicant was required to do a memo addition to the traffic study which included the differences in lane utilization and number. That memo did not change the conclusions of the study. Councilmember Martinez asked Mr. Heath why he wanted the Board to continue the item. Mr. Heath replied an exhaustive look at all the issues had not occurred and the Board was not at a point to reach a conclusion at the hearing. He stated another meeting would have allowed for more significant public input. Councilmember Martinez asked how much public input occurred for the West Central Area Plan. Gloss replied there was an 18-month public process which included multiple meetings for neighborhoods within the area. Councilmember Stephens asked how the incongruity in building height will be addressed until additional redevelopment occurs. Gloss replied that is a challenge and it is difficult to measure compatibility; however, based on conversations with area property owners, there is an anticipation of redevelopment. Regarding the proposed building, there are large setbacks and upper floors are stepped back. Councilmember Stephens asked if the Planning and Zoning Boardmembers frequently have development and design backgrounds and professions. Gloss replied in the affirmative and stated it has been shown to be advantageous to have some familiarity. He stated Boardmembers are conservative when considering conflicts of interest. Councilmember Stephens asked if the crosswalk and stadium were considered when traffic was analyzed. Wilkinson replied in the affirmative and stated the applicant moved their access a couple hundred feet to the west to help avoid conflicts with the crossing. 1.2 Packet Pg. 31 Attachment: February 13, 2018 (6538 : Minutes-2/6, 2/13) February 13, 2018 City of Fort Collins Page 169 Mayor Pro Tem Horak made a motion, seconded by Councilmember Martinez, to find that the Planning and Zoning Board conducted a fair hearing in its consideration of The Union on Elizabeth and that the Board did not substantially exceed its authority or jurisdiction, did not substantially ignore its previously established rules of procedure, did not consider evidence relevant to its decision that was substantially false or grossly misleading, did not improperly fail to receive all relevant evidence offered by the appellant, and was not biased against the appellant by reason of a conflict of interest or close business, personal, or social relationships that interfered with the Board’s independence of judgement. Based on the evidence in the record and presented at this hearing, the appeal is hereby found to be without merit and it denied. Mayor Pro Tem Horak opposed the allegation of bias. Councilmember Cunniff noted the Code and Charter specifically outline the definition of “conflict of interest” and none of that definition was cited as being violated by the appellant. Mayor Pro Tem Horak noted Boardmembers can always recuse themselves if they do not feel they can be fair in making a judgement. Councilmember Stephens stated extending the time beyond three minutes for each speaker would have gone against procedures. She noted there will be some growing pains with new development in the area. Councilmember Martinez stated there was no direct evidence for any of the appeal allegations. Councilmember Overbeck stated the appellant did not meet the burden of proof. Mayor Troxell stated the Board conducted a fair hearing and the appellant was unable to prove his case. RESULT: MOTION ADOPTED [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ray Martinez, District 2 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to uphold the decision of the Planning and Zoning Board approving The Union on Elizabeth PDP/FDP because the Board properly interpreted and applied the relevant provisions of the City Code and Land Use Code cited in the appeal notice. Based on the evidence in the record and presented at this hearing, the appeal is hereby found to be without merit and is denied. Councilmember Cunniff stated it is obvious this project complies with the Land Use Code and City Code. Mayor Pro Tem Horak commended Mr. Heath for bringing forth his concerns and stated there will be opportunities to address those types of concerns as part of the City Plan update. Councilmember Summers commended the process of improving the application and noted this project will become a prototype for the area. 1.2 Packet Pg. 32 Attachment: February 13, 2018 (6538 : Minutes-2/6, 2/13) February 13, 2018 City of Fort Collins Page 170 Mayor Troxell stated he believes the Board properly interpreted and applied the relevant Land Use Code sections approving the project. RESULT: PLANNING AND ZONING BOARD DECISION UPHELD [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak • ADJOURNMENT The meeting adjourned at 8:07 PM. ______________________________ Mayor ATTEST: ________________________________ City Clerk 1.2 Packet Pg. 33 Attachment: February 13, 2018 (6538 : Minutes-2/6, 2/13) Agenda Item 2 Item # 2 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Mark Jackson, PDT Deputy Director Chris Van Hall, Legal SUBJECT Second Reading of Ordinance No. 032, 2018, Appropriating Prior Year Reserves in the Transportation Fund for Regional Contribution to Larimer County for North I-25 Improvements. EXECUTIVE SUMMARY This Ordinance, unanimously adopted on First Reading on February 20, 2018, appropriates Transportation Reserve funds in the amount of $453,158 to be remitted to Larimer County as part of an annual (five-year span) regional contribution of local matching funds for CDOT’s North I-25 Improvements Project. With Resolution 2016-077, Council authorized an intergovernmental agreement with Larimer County and participating local agencies, including the City, to contribute local matching funds for this purpose. This is the second annual installment of these payments to Larimer County. Local matching fund commitments accelerate the improvements to I-25 in Northern Colorado. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (PDF) 2. Ordinance No. 032, 2018 (PDF) 2 Packet Pg. 34 Agenda Item 15 Item # 15 Page 1 AGENDA ITEM SUMMARY February 20, 2018 City Council STAFF Mark Jackson, PDT Deputy Director Chris Van Hall, Legal SUBJECT First Reading of Ordinance No. 032, 2018, Appropriating Prior Year Reserves in the Transportation Fund for Regional Contribution to Larimer County for North I-25 Improvements. EXECUTIVE SUMMARY The purpose of this item is to appropriate Transportation Reserve funds in the amount of $453,158 to be remitted to Larimer County as part of an annual (five-year span) regional contribution of local matching funds for CDOT’s North I-25 Improvements Project. With Resolution 2016-077, Council authorized Mayor Troxell to enter into an intergovernmental agreement (IGA) with Larimer County and participating local agencies, including the City, to contribute local matching funds for this purpose. This is the second annual installment of these payments to Larimer County. Local matching fund commitments accelerate the improvements to I-25 in Northern Colorado. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION Council adopted Resolution 2015-100 (Attachment 1) on November 17, 2015, stating its support for a Larimer County proposal to use increased County mill levy funds as a method to facilitate funding for Interstate 25 (I-25) improvements. Larimer County proposed to temporarily reapportion part of its General Fund mill levy funds to the County’s Road and Bridge Fund for a period of five years. These reapportioned funds are estimated to generate a total of $10 million over the course of the five-year period. The increase in the County Road and Bridge Mill Levy revenues received by the City and the other municipalities will be available to fund construction of roads and streets within their boundaries, making funds from the City’s general fund or other funds available for contribution to the I-25 improvements. The County proposed using these contributions for improvements and local match opportunities on the I-25 Corridor within Larimer County. All eight Larimer County municipalities passed Resolutions supporting the proposal. Council adopted Resolution 2016-077 on October 4, 2016 authorizing the Mayor to enter into an IGA with Larimer County and other local agencies for the purpose of providing local funds back to Larimer County to be used in contribution to the North I-25 Corridor Improvements Project as described above. This regional collaboration and agreement will result in $10 million of matching funds to help accelerate the project. The IGA was fully executed on December 27, 2016 (Attachment 2). Fort Collins’ total contribution to this five-year funding commitment is $2,229,730.70. Fort Collins’ annual share of funds is approximately $450,000 in each of the five years. The first annual payment of $445,946 was approved by Council March 07, 2017.This appropriation request authorizes fulfillment of the second annual payment per the IGA. Larimer County’s request for the second annual payment was received January 26, 2018 (Attachment 3). ATTACHMENT 1 2.1 Packet Pg. 35 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6531 : SR 032 N I-25 Approp) Agenda Item 15 Item # 15 Page 2 The North I-25 Improvements project will begin construction in summer 2018 and is scheduled to be completed by December 2021. The $255 million project is funded using federal, state and local dollars. The project boundaries are State Highway 14 (Mulberry Road) on the north and State Highway 402 in Loveland to the south. It will add a third managed lane in each direction, make key improvements to bridges, connect the regional bicycle/pedestrian trail under I-25, and provide an additional park and ride with bus slip ramps at Kendall parkway in Loveland. Improvements will help ease congestion, provide additional multi-modal capacity for auto and bus traffic, make key bicycle/pedestrian trail linkages, and improve safety and stormwater issues. CITY FINANCIAL IMPACTS Larimer County’s proposal does not modify the total mill levy, and does not decrease the amount of Road and Bridge Levy funds currently received by the City of Fort Collins. Creation of a source of local match funding is advantageous in order to take advantage of funding partnerships and grant opportunities that may arise to help improve the I-25 corridor. This contribution, combined with additional commitments from regional agencies and private development, results in over $25 million identified and committed for local match. This regional collaboration and commitment helped accelerate the schedule for I-25 improvements in Northern Colorado by fifteen years. The City of Fort Collins’ Transportation Reserve Fund’s estimated balance at year end 2017 is $13.8 million (note: some of these funds are assigned for specific purposes such as Harmony Road maintenance). The local share amount of Larimer County Road & Bridge Levy funds received by Fort Collins in 2017 was $1.09 million, reflecting an increase of approximately $509,000 over that received in 2015 (pre-IGA). The increase in Road and Bridge Funds received covers the amount of Fort Collins annual contribution, with no negative financial impact to the City. BOARD / COMMISSION RECOMMENDATION Staff presented information related to the IGA with Larimer County as well as overall North I-25 Improvements Project updates to the Transportation Board at its February and November 2016 meetings. Board response was positive and supportive. Staff continues to regularly update the Transportation Board on progress of the North I- 25 Improvements Project. PUBLIC OUTREACH The Colorado Department of Transportation (CDOT) held numerous open house meetings and provided project information for many years about I-25 improvements, including the I-25 Environmental Impact Statement (2011), and more recent improvements including the I-25/SH-392 interchange, Berthoud Hill Climbing Lane project and Crossroad Boulevard Bridge Improvement project. The City of Fort Collins has been an active partner in CDOT efforts impacting Fort Collins. ATTACHMENTS 1. Resolution 2015-100 (PDF) 2. Intergovernmental Agreement for Funding I-25 Improvements (PDF) 3. IGA billing for Fort Collins, January 26, 2018 (PDF) 2.1 Packet Pg. 36 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6531 : SR 032 N I-25 Approp) -1- ORDINANCE NO. 032, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIATING PRIOR YEAR RESERVES IN THE TRANSPORTATION FUND FOR REGIONAL CONTRIBUTION TO LARIMER COUNTY FOR NORTH I-25 IMPROVEMENTS WHEREAS, on November 17, 2015, City Council passed Resolution 2015-100 stating its support for a Larimer County proposal to use increased County mill levy funds as a method to facilitate funding for Interstate 25 (I-25) improvements; and WHEREAS, on October 4, 2016, City Council passed Resolution 2016-077 authorizing the Mayor to enter into an Intergovernmental Agreement with Larimer County (the “IGA”) and other local agencies for the purpose of providing local funds to Larimer County to be used as a contribution to the North I-25 Corridor Improvements Project; and WHEREAS, the IGA was signed by the parties and dated December 27, 2016; and WHEREAS, the $237 million North I-25 Improvements project began construction in late 2017 and is scheduled to be completed by December 2020; and WHEREAS, the project boundaries are State Highway 14 (Mulberry Road) on the north and State Highway 402 in Loveland to the south and the project will add a third managed lane in each direction, make key improvements to bridges, connect the regional bicycle/pedestrian trail under I-25, and provide an additional park and ride with bus slip ramps at Kendall Parkway in Loveland; and WHEREAS, the purpose of this item is to appropriate Transportation Fund reserves in the amount of $453,158 to be remitted to Larimer County as part of an annual (five year) regional contribution of local matching funds under the IGA for CDOT’s North I-25 Improvements Project; and WHEREAS, this is the first of five annual payments to Larimer County under the IGA, with a total funding commitment from the City of $2,229,730; and WHEREAS, Fort Collins received approximately $1.09 million in 2017 from the Larimer County Road and Bridge Fund representing an incremental increase in revenue from increased property valuations of approximately $509,000 for 2017; and WHEREAS, the increase in the City’s share of the County Road and Bridge Mill Levy revenues will be utilized to fund construction of roads and streets within its corporate boundaries in accordance with C.R.S. §43-2-202(4), making other funds available from the City’s Transportation Fund reserves for contribution to the Project; and WHEREAS, Article V, Section 9 of the City Charter permits the City Council to appropriate by ordinance at any time during the fiscal year such funds for expenditure as may be 2.2 Packet Pg. 37 Attachment: Ordinance No. 032, 2018 (6531 : SR 032 N I-25 Approp) -2- available from reserves accumulated in prior years, notwithstanding that such reserves were not previously appropriated; and WHEREAS, this appropriation benefits public health, safety, and welfare of the citizens of Fort Collins and serves the public purpose of enhancing roadways and other transportation related infrastructure; and WHEREAS, the Financial Officer has determined that the appropriations as described herein are available and previously unappropriated in the Transportation Fund. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That there is hereby appropriated for expenditure from prior year reserves in the Transportation Fund the sum of FOUR HUNDRED FIFTY-THREE THOUSAND ONE HUNDRED FIFTY-EIGHT DOLLARS ($453,158) for regional contribution to Larimer County under the IGA for North I-25 Improvements. Introduced, considered favorably on first reading, and ordered published this 20th day of February, A.D. 2018, and to be presented for final passage on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk 2.2 Packet Pg. 38 Attachment: Ordinance No. 032, 2018 (6531 : SR 032 N I-25 Approp) Agenda Item 3 Item # 3 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Beth Sowder, Director of Social Sustainability Wendy Bricher, Financial Coordinator Ingrid Decker, Legal SUBJECT Second Reading of Ordinance No. 033, 2018, Appropriating Unanticipated Revenue in the General Fund for a Housing Catalyst PILOT Refund. EXECUTIVE SUMMARY This Ordinance, unanimously adopted on First Reading on February 20, 2018, appropriates unanticipated revenue in the General Fund to be remitted to the Fort Collins Housing Authority to fund affordable housing and related activities. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary , February 20, 2018 (w/o attachments) (PDF) 2. Ordinance No. 033, 2018 (PDF) 3 Packet Pg. 39 Agenda Item 16 Item # 16 Page 1 AGENDA ITEM SUMMARY February 20, 2018 City Council STAFF Beth Sowder, Director of Social Sustainability Wendy Bricher, Financial Coordinator Ingrid Decker, Legal SUBJECT First Reading of Ordinance No. 033, 2018, Appropriating Unanticipated Revenue in the General Fund for a Housing Catalyst PILOT Refund. EXECUTIVE SUMMARY The purpose of this item is to appropriate unanticipated revenue in the General Fund to be remitted to the Fort Collins Housing Authority to fund affordable housing and related activities. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION Public housing authorities are formed by the local governing body under State of Colorado enabling legislation. The Fort Collins Housing Authority (FCHA), now called Housing Catalyst, was formed by the Fort Collins City Council on May 20, 1971. The federal Department of Housing and Urban Development (HUD) requires a public housing authority to submit to HUD for approval a Cooperation Agreement between the housing authority and the local government before the housing authority can submit an application for a public housing project. HUD’s standard form of Cooperation Agreement must be used unless modifications are approved to comply with state or local requirements. The Payment In Lieu of Taxes (PILOT) is covered in Section 3 (a) of the Cooperation Agreement form. On December 16, 1971, to meet this requirement, the City and FCHA entered into a Cooperation Agreement, which provided that FCHA must make annual PILOT payments to the City for the public services and facilities furnished by the City. The PILOT applies only to those properties specifically funded by the HUD “Public Housing” program. The computation of the Payment in Lieu of Taxes is done on form HUD-52267, and is calculated using the total tenant revenue less utility expenses for those units. A copy of the 1971 Cooperation Agreement, as amended in 1986, is included as Attachment 2. In 1986, upon request of FCHA, the City Council adopted Resolution 1986-177 which relieved the Authority of its obligation to make the PILOT payments. Based on that resolution, FCHA did not make PILOT payments from 1987 through 1990. The City also refunded FCHA’s PILOT payments for the years 1984, 1985 and 1986. In 1992, the City Council adopted Resolution 1992-093, repealing Resolution 1986-177 and reinstating the requirement that FCHA pay the annual PILOT payment. The change was made to assure compliance with Department of Housing and Urban Development regulations. Since that time, the City has returned the annual PILOT payments to FCHA at its request. In recent years, Congressional appropriations have been at 80% of the HUD operating subsidy for Public Housing units, and the PILOT refund helps make up for Congressional underfunding of operations and services to these units. ATTACHMENT 1 3.1 Packet Pg. 40 Attachment: First Reading Agenda Item Summary , February 20, 2018 (w/o attachments) (6532 : SR 033 Housing Catalyst PILOT refund) Agenda Item 16 Item # 16 Page 2 Staff recommends that the 2016 PILOT payments of $10,153 be appropriated as unanticipated revenue in the General Fund and remitted to Housing Catalyst. As a condition of receiving the funds, the City will require Housing Catalyst to sign a letter agreement obligating it to use the funds for creating or maintaining affordable housing in a manner consistent with HUD guidelines. CITY FINANCIAL IMPACTS The City received unanticipated revenue from the Fort Collins Housing Authority in the amount of $10,153 as 2016 payments for public services and facilities. The revenue was placed in the General Fund. This Ordinance will return the funds to Housing Catalyst to be used for affordable housing and related activities. ATTACHMENTS 1. Housing Catalyst Letter of Request (PDF) 2. 1986 FCHA Cooperation Agreement (PDF) 3.1 Packet Pg. 41 Attachment: First Reading Agenda Item Summary , February 20, 2018 (w/o attachments) (6532 : SR 033 Housing Catalyst PILOT refund) -1- ORDINANCE NO. 033, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIATING UNANTICIPATED REVENUE IN THE GENERAL FUND FOR A HOUSING CATALYST PILOT REFUND WHEREAS, the City has received in 2018 a payment from the Fort Collins Housing Authority (the “Authority”) of $10,153 as a payment in lieu of taxes (“PILOT”) for 2016 for public services and facilities under a Cooperation Agreement dated December 16, 1971, pertaining to a public housing program financed by the federal Department of Housing and Urban Development (HUD); and WHEREAS, since at least 1992, the City has remitted such PILOT payments to the Authority; and WHEREAS, the Authority has requested that the 2016 PILOT payments be appropriated by the City Council for return to the Authority to fund much-needed affordable housing related activities and to attend to the housing needs of low-income Fort Collins residents; and WHEREAS, said payment of $10,153 was not projected as a revenue source in the 2018 City budget; and WHEREAS, the City may spend the PILOT revenues as it deems appropriate in accordance with law, including remitting the funds to the Authority if Council determines that such remittal serves a valid public purpose; and WHEREAS, it is a City Council priority to support programs for providing additional affordable housing in the community; and WHEREAS, the City Council has determined that the provision of affordable housing serves an important public purpose and is an appropriate use of these funds; and WHEREAS, as a condition of receiving these funds, the City will require the Authority to sign a letter agreement obligating the Authority to spend the funds for creating or maintaining affordable housing in a manner consistent with HUD guidelines; and WHEREAS, Article V, Section 9, of the City Charter permits the City Council to make supplemental appropriations by ordinance at any time during the fiscal year, provided that the total amount of such supplemental appropriations, in combination with all previous appropriations for that fiscal year, does not exceed the current estimate of actual and anticipated revenues to be received during the fiscal year; and WHEREAS, the Financial Officer has determined that the appropriation of the revenue as described herein will not cause the total amount appropriated in the General Fund to exceed the current estimate of actual and anticipated revenues to be received in that fund during any fiscal year. 3.2 Packet Pg. 42 Attachment: Ordinance No. 033, 2018 (6532 : SR 033 Housing Catalyst PILOT refund) -2- NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That there is hereby appropriated from unanticipated revenue in the General Fund the sum of TEN THOUSAND ONE HUNDRED FIFTY-THREE DOLLARS ($10,153) for expenditure in the General Fund to be remitted to Housing Catalyst as a PILOT Refund to fund affordable housing and related activities for Fort Collins residents consistent with HUD guidelines and the terms of this Ordinance. Introduced, considered favorably on first reading, and ordered published this 20th day of February, A.D. 2018, and to be presented for final passage on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk 3.2 Packet Pg. 43 Attachment: Ordinance No. 033, 2018 (6532 : SR 033 Housing Catalyst PILOT refund) Agenda Item 4 Item # 4 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Ginny Sawyer, Policy and Project Manager Bronwyn Scurlock, Legal SUBJECT Items Relating to Marijuana Licensing. EXECUTIVE SUMMARY A. Second Reading of Ordinance No. 034, 2018, Amending Article XVI of Chapter 15 of the Code of the City of Fort Collins Regulating Medical Marijuana Businesses to Align Medical Marijuana Code Provisions to State Law, Rules and Regulations. B. Second Reading of Ordinance No. 035, 2018, Amending Article XVII of Chapter 15 of the Code of the City of Fort Collins Regulating Retail Marijuana Businesses to Align Retail Marijuana Code Provisions to State Law, Rules and Regulations. These Ordinances, unanimously adopted on First Reading on February 20, 2018, amend the City Code to align medical marijuana provisions in the City Code to the state regulations and make similar updates to the retail marijuana licensing provisions. Ordinance No. 035, 2018, relating to Retail Marijuana licensing, has been amended on Second Reading by adding to the definition of “Retail Marijuana Establishment Operator” that it is also known as a “Retail Marijuana Business Operator” in the state law. The terms are used interchangeably in state law. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (PDF) 2. Ordinance No. 034, 2018 (PDF) 4 Packet Pg. 44 Agenda Item 17 Item # 17 Page 1 AGENDA ITEM SUMMARY February 20, 2018 City Council STAFF Ginny Sawyer, Policy and Project Manager Bronwyn Scurlock, Legal SUBJECT Items Relating to Marijuana Licensing. EXECUTIVE SUMMARY A. First Reading of Ordinance No. 034, 2018, Amending Article XVI of Chapter 15 of the Code of the City of Fort Collins Regulating Medical Marijuana Businesses to Align Medical Marijuana Code Provisions to State Law, Rules and Regulations. B. First Reading of Ordinance No. 035, 2018, Amending Article XVII of Chapter 15 of the Code of the City of Fort Collins Regulating Retail Marijuana Businesses to Align Retail Marijuana Code Provisions to State Law, Rules and Regulations. The purpose of this item is to amend the City Code to align medical marijuana provisions in the City Code to the state regulations and make similar updates to the retail marijuana licensing provisions. STAFF RECOMMENDATION Staff recommends adoption of the Ordinances on First Reading. BACKGROUND / DISCUSSION The City first started discussing the regulation of medical marijuana in 2010. Since that time voters approved, and the City enacted, medical marijuana regulations resulting in the licensing of 10 medical marijuana centers (aka stores). Per the voter-approved licensing provisions, medical marijuana centers are restricted to one per every 500 registered patients within Larimer County. When Colorado voters approved Amendment 64 allowing the regulation of retail (recreational) marijuana, the City opted in and enacted regulations by City Council adoption. Local regulations limit retail marijuana store licenses to existing medical marijuana center licensees. The City currently has 10 retail stores. As mentioned above, voters approved a citizen-initiated ordinance regulating medical marijuana businesses in November 2012. As such, those regulations and provisions can only be amended by the voters. However, since 2012, state laws concerning medical marijuana businesses have changed considerably, and will continue to do so for some time. On November 7, 2017, voters considered and approved a Council-initiated ballot measure permitting Council to make amendments or additions to the City Code that are not contrary to and do not eliminate any of the 2012 citizen-initiated provisions, except as provided in Section 15-491(b) (which allows the Council to lessen any restrictions contained in Article XVI of Chapter 15), and that are current with the state laws, rules, and regulations, Pursuant to this new voter-approved authorization, staff is proposing the following amendments to Article XVI of Chapter 15 relating to medical marijuana: ATTACHMENT 1 4.1 Packet Pg. 45 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6533 : SR 034 035 Marijuana Code Chgs) Agenda Item 17 Item # 17 Page 2 Definition of Medical Marijuana Business The definition of “medical marijuana business” has been amended to add the following new types of local licenses to be consistent with current state licenses:  Medical Marijuana Testing Facility License  Medical Marijuana Research and Development Facility License  Medical Marijuana Research and Development Cultivation License  Medical Marijuana Operator License A Medical Marijuana Testing Facility is a public or private laboratory licensed and certified to conduct testing and research on medical marijuana, medical marijuana concentrate, and medical marijuana-infused products. Testing facilities are testing for microbials, pesticides, residuals solvents, potency, and homogeneity, among other things. A Medical Marijuana Research and Development Facility License allows a person to possess marijuana for the following limited research purposes:  To test chemical potency and composition levels;  To conduct clinical investigations of marijuana-derived medicinal products;  To conduct research on the efficacy and safety of administering marijuana as part of medical treatment;  To conduct genomic, horticultural, or agricultural research; and  To conduct research on marijuana-affiliated products or systems. A Medical Marijuana Research and Development Cultivation License allows a person to grow, cultivate, possess, and transfer, by sale or donation, marijuana for the limited research purposes above. These licenses do not have any connection to other licensed businesses. A Medical Marijuana Establishment Operator License may be issued to an entity or person who operates (but does not own) a licensed medical marijuana establishment and who may receive a portion of the profits as compensation. Staff supports the addition of these types of licenses to our local Code due to the fact that these businesses do not provide marijuana to the public and could provide needed testing facilities to the community. Requirements for an Application Two amendments to Section 15-472 relating to applications are proposed. The first adds language that will permit the City to collect information on all persons having a financial and/or ownership interest in a medical marijuana business. Several new types of interests have been added to state law, including, but not limited to, indirect beneficial interest owners, direct beneficial interest owners, and qualified limited passive investor and the City would like the ability to collect information on these interest holders, including conducting background checks. The second amendment eliminates a requirement to file a comprehensive business operation plan. Staff has not found this information to be helpful in the licensing process. Each department evaluates applications independently in accordance with their own processes and procedures. The provision relating to a security plan (which is primarily camera-related), has been incorporated in the diagram requirements of this section. Prohibition of Medical Marijuana Transporter Licenses and Off-premises Storage Permits Under the local licensing authority provisions in the state law, a local licensing authority shall issue a local license within a municipality by ordinance, and if no such ordinance is adopted, then a local licensing authority shall consider the state’s minimum licensing requirements. Further, issuance of a state transporter license is not 4.1 Packet Pg. 46 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6533 : SR 034 035 Marijuana Code Chgs) Agenda Item 17 Item # 17 Page 3 dependent upon local licensure or approval. Therefore, staff recommends adopting prohibitions on transporter licenses and off-premises storage permits. Staff recommends prohibiting Medical Marijuana Transporter Licenses, which may be issued to a person to provide logistics, distribution, and storage of marijuana and product. A licensee may maintain a licensed premise to temporarily store marijuana and to use as a centralized distribution point. This activity would permit overnight warehouse storage of marijuana on route from one destination to another. This type of activity does not benefit the community or the Fort Collins licensed businesses in any way, and provides an attraction for potential criminal activity. Off-premises Storage Permits are available, under state rule, to medical marijuana centers, infused products manufacturers, cultivations, and testing facilities, as well as transporters. Local businesses have indicated they have no need for off-premises storage facilities, and staff does not recommend allowing transporters licensed by other jurisdictions to have off-premises storage facilities in Fort Collins. Like transporter licenses, there appears to be no community benefit derived from these types of facilities. The amendments listed above complete the staff recommended changes to our local medical marijuana code. None of the changes are contrary to the voter approved regulations. Retail Marijuana Licensing Amendments Changes similar to the medical marijuana code are proposed for retail marijuana:  Amendment of the definition of “Applicant” to recognize the additional types of financial and/or ownership interests  Addition of a Retail Marijuana Establishment Operator License  Prohibition of Transporter licenses  Prohibition of Off-premises Storage Permits If the proposed ordinances are adopted, there will be associated Land Use Code (LUC) changes brought forward with the annual LUC updates. PUBLIC OUTREACH Staff met with representatives of the local marijuana business industry in 2017 to discuss the inability of the Council to amend the voter-approved marijuana licensing provisions, and to discuss staff’s desire to make it easier to amend the Code for consistency with State law. Original drafters of the citizen-initiated ordinance support updating the Code to be consistent with State law and wanted to ensure that the referred ballot question would not allow Code changes beyond the scope of remaining consistent with State law. The proposed amendments meet that desire and protect the original intent of the citizen-initiated ordinance. At a meeting with industry representatives on January 18, 2018, staff reviewed the proposed amendments, fielded questions, and provided information on how to provide input to City Council. No objections to the proposed amendments were voiced at this meeting. Staff does not anticipate any impact to the general public and staff informed TEAM Wellness of the initiative and impacts. They did not have any concerns. ATTACHMENTS 1. Medical Marijuana Code Change Decision Chart (DOCX) 2. Proposed and Existing Licenses (PDF) 4.1 Packet Pg. 47 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6533 : SR 034 035 Marijuana Code Chgs) -1- ORDINANCE NO. 034, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS AMENDING ARTICLE XVI OF CHAPTER 15 OF THE CODE OF THE CITY OF FORT COLLINS REGULATING MEDICAL MARIJUANA BUSINESSES TO ALIGN MEDICAL MARIJUANA CODE PROVISIONS TO STATE LAW, RULES AND REGULATIONS WHEREAS, in November 2012 voters approved a citizen-initiated ordinance regulating medical marijuana businesses which can only be amended by the voters; and WHEREAS, on November 7, 2017, voters considered and approved a council-initiated ballot measure permitting Council to make amendments or additions to the City Code regulating medical marijuana businesses; and WHEREAS, such amendments or additions must be current with the state laws, rules, and regulations governing medical marijuana businesses, and cannot be contrary to or eliminate any of the 2012 citizen-initiated provisions, except as provided in Section 15-491(b) (which allows the Council to lessen any restrictions contained in Article XVI of Chapter 15); and WHEREAS, since 2012, state laws, rules and regulations regulating medical marijuana businesses have changed considerably, including the addition of new types of licenses and business ownership interests; and WHEREAS, staff recommends updating the City Code provisions governing medical marijuana businesses to include the new state approved ownership interests, and the new license types including medical marijuana testing facility, medical marijuana research and development facility, medical marijuana research and development cultivation, and medical marijuana business operator; and WHEREAS, staff also recommends eliminating the requirement to file a comprehensive business operation plan, instead specifying the elements of the security plan portion of the comprehensive plan to be added to the diagram of the licensed premises; and WHEREAS, staff further recommends prohibiting medical marijuana transporter licenses and medical marijuana off-premises storage permits for public health and safety reasons related to potential criminal activity; and WHEREAS, the Council has determined that the proposed amendments are in the best interest of the City and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. 4.2 Packet Pg. 48 Attachment: Ordinance No. 034, 2018 (6533 : SR 034 035 Marijuana Code Chgs) -2- Section 2. That the definition “Medical marijuana business or businesses” contained in Section 15-452 of the Code of the City of Fort Collins is hereby amended to read as follows: Medical marijuana business or businesses shall mean a medical marijuana center, optional premises cultivation operation, or medical marijuana-infused products manufacturer, medical marijuana testing facility, medical marijuana research and development facility, or medical marijuana research and development cultivation as defined in the Colorado Medical Marijuana Code. Section 3. That Section 15-452 of the Code of the City of Fort Collins is hereby amended by the addition of a new definition “Medical marijuana business operator” which reads in its entirety as follows: Medical marijuana business operator shall mean an entity or a person that is not an owner of a medical marijuana business and that is licensed to provide professional operational services to a medical marijuana business for direct remuneration from such business. Section 4. That Section 15-471 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 15-471. License required. It shall be unlawful for any person to be a medical marijuana business operator or establish or operate a medical marijuana business in the City without first having obtained from the City and the State a license for each facility to be operated in connection with such business. Such license shall be kept current at all times, and the failure to maintain a current license shall constitute a violation of this Section. Section 5. That Section 15-472 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 15-472. Requirements of application for license; payment of application fee; denial of license. (a) A person seeking a license pursuant to the Colorado Medical Marijuana Code and the provisions of this Article shall submit an application to the City on forms provided by the State and City. At the time of application, each applicant shall pay a nonrefundable application fee to defray the costs incurred by the City for background investigations and inspection of the proposed premises, as well as any other costs associated with the processing of the application. In addition, the applicant shall present a suitable form of identification. The applicant shall also provide the following information on a form approved by, or acceptable to, the Authority, which information may be required for the applicant, the proposed manager of the medical marijuana business, and all persons having a financial and/or ownership interest, as set forth in the Colorado Medical Marijuana Code, in the medical marijuana business, that is the subject of the application or, if the applicant is an entity, having a financial interest in the entity: 4.2 Packet Pg. 49 Attachment: Ordinance No. 034, 2018 (6533 : SR 034 035 Marijuana Code Chgs) -3- . . . (7) a “to scale” diagram of the proposed licensed premises, no larger than eleven (11) inches by seventeen (17) inches, showing, without limitation, building layout, all entryways and exits to the proposed licensed premises, loading zones, and all areas in which medical marijuana will be stored, grown, manufactured or dispensed, and camera locations, directions of camera coverage, and camera numbers; (8) any additional information that the City Manager reasonably determines to be necessary in connection with the investigation and review of the application. . . . (c) The City may, prior to issuance of the license, perform an inspection of the proposed licensed premises to determine compliance with any applicable requirements of this Article or other provisions of this Code or the Land Use Code. Section 6. That Article XVI of Chapter 15 of the Code of the City of Fort Collins is hereby amended by the addition of a new Section 15-473.5 which reads in its entirety as follows: Sec. 15-473.5. Licenses and permits prohibited. The following medical marijuana business licenses and permits shall be prohibited in the City. (1) Medical Marijuana Transporter Licenses; and (2) Medical Marijuana Off-premises Storage Permits. Introduced, considered favorably on first reading, and ordered published this 20th day of February, A.D. 2018, and to be presented for final passage on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk 4.2 Packet Pg. 50 Attachment: Ordinance No. 034, 2018 (6533 : SR 034 035 Marijuana Code Chgs) -4- Passed and adopted on final reading on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk 4.2 Packet Pg. 51 Attachment: Ordinance No. 034, 2018 (6533 : SR 034 035 Marijuana Code Chgs) -1- ORDINANCE NO. 035, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS AMENDING ARTICLE XVII OF CHAPTER 15 OF THE CODE OF THE CITY OF FORT COLLINS REGULATING RETAIL MARIJUANA ESTABLISHMENTS TO ALIGN RETAIL MARIJUANA CODE PROVISIONS TO STATE LAW, RULES AND REGULATIONS WHEREAS, Article XVII of Chapter 15 of the City Code establishes regulations for retail marijuana establishments; and WHEREAS, the state law, rules and regulations governing retail marijuana establishments are ever-evolving; and WHEREAS staff recommends updating the City Code provisions governing retail marijuana establishments to include the new state approved ownership interests, and to add the newly created retail marijuana business operator license; and WHEREAS, staff further recommends prohibiting retail marijuana transporter licenses and retail marijuana off-premises storage permits for public health and safety reasons related to potential criminal activity; and WHEREAS, the City Council has determined that these proposed amendments to the City Code are in the best interest of the City. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That Section 15-603 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 15-603. - Definitions. (a) The following words, terms and phrases, when used in this Article, shall have the meanings ascribed to them in this Section: Applicant shall mean any person or entity, having any financial or ownership interest as set forth in the Colorado Retail Marijuana Code, who has submitted an application for a license or renewal of a license issued pursuant to this Article. If the applicant is an entity and not a natural person, applicant shall include all persons who are the members, managers, officers, directors and, shareholders, of such entity. . . . Packet Pg. 52 -2- Retail marijuana establishment operator (also known as retail marijuana business operator in the Colorado Retail Marijuana Code) shall mean an entity or person that is not an owner of a retail marijuana establishment and that is licensed to provide professional operational services to a retail marijuana establishment for direct remuneration from such establishment. . . . Section 3. That Section 15-607 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 15-607. License requirements. No person may operate a retail marijuana establishment in the City without having obtained a license under the provisions of this Article. No person shall be a retail marijuana establishment operator without having obtained a license under the provisions of this Article. Section 4. That Article XVI of Chapter 15 of the Code of the City of Fort Collins is hereby amended by the addition of new Section 15-611.2 which reads in its entirety as follows: Sec. 15-611.2 Retail marijuana establishment operator license. Any person who is not an owner of a retail marijuana establishment, and who meets the requirements of this Division, may be licensed as a retail marijuana establishment operator. Section 5. That Article XVI of Chapter 15 of the Code of the City of Fort Collins is hereby amended by the addition of new Section 15-611.5 which reads in its entirety as follows: Sec. 15-611.5. License and permit prohibited. The following retail marijuana business license and permit shall be prohibited in the City: (1) Retail Marijuana Transporter License; and (2) Retail Marijuana Off-premises Storage Permit. Introduced, considered favorably on first reading, and ordered published this 20th day of February, A.D. 2018, and to be presented for final passage on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 53 -3- Passed and adopted on final reading on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 54 Agenda Item 5 Item # 5 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Tawnya Ernst, Real Estate Specialist III Kurt Friesen, Director of Park Planning & Development Ingrid Decker, Legal SUBJECT Second Reading of Ordinance No. 036, 2018, Declaring Certain City-Owned Property on East Vine Drive as Road Right-of-Way. EXECUTIVE SUMMARY This Ordinance, unanimously adopted on First Reading on February 20, 2018, declares a strip of property owned by the City as road right-of-way via the proposed Poudre River Whitewater Park Plat, as well as to authorize the City Manager to sign said plat. The City owns parcels of property located in the 100 and 200 blocks of East Vine Drive, and is finalizing documentation to acquire one remaining parcel. The parcels are part of the future Whitewater Park and include two parcels which were originally acquired by Natural Areas and Stormwater. The City of Fort Collins Parks and Engineering Departments are working in tandem to coordinate improvements to Vine Drive that will accommodate visitor traffic to the Whitewater Park. Construction on this project is anticipated to begin in this summer and will be completed summer 2019. This Ordinance officially establishes the portion needed for Vine Drive on the City’s property as public road right-of-way and authorizes the City Manager to dedicate such right-of-way through execution of the plat. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (PDF) 2. Ordinance No. 036, 2018 (PDF) 5 Packet Pg. 55 Agenda Item 18 Item # 18 Page 1 AGENDA ITEM SUMMARY February 20, 2018 City Council STAFF Tawnya Ernst, Real Estate Specialist III Kurt Friesen, Director of Park Planning & Development Ingrid Decker, Legal SUBJECT First Reading of Ordinance No. 036, 2018, Declaring Certain City-Owned Property on East Vine Drive as Road Right-of-Way. EXECUTIVE SUMMARY The purpose of this item is to declare a strip of property owned by the City as road right-of-way via the proposed Poudre River Whitewater Park Plat, as well as to authorize the City Manager to sign said plat. The City owns parcels of property located in the 100 and 200 blocks of East Vine Drive, and is finalizing documentation to acquire one remaining parcel. The parcels are part of the future Whitewater Park and include two parcels which were originally acquired by Natural Areas and Stormwater. The City of Fort Collins Parks and Engineering Departments are working in tandem to coordinate improvements to Vine Drive that will accommodate visitor traffic to the Whitewater Park. Construction on this project is anticipated to begin in this summer and will be completed summer 2019. This Ordinance officially establishes the portion needed for Vine Drive on the City’s property as public road right-of-way and authorizes the City Manager to dedicate such right-of-way through execution of the plat. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION The City owns six parcels of property with frontage on East Vine Drive in the 100 and 200 blocks of said drive. Four of these parcels (101, 103, 105 and 203) were acquired in the last two years for the Whitewater Park. The other two (205 and 213) were acquired by Natural Areas and Stormwater in 2002 and 2011 respectively. All six parcels are being replatted and incorporated into the Whitewater Park, along with the easternmost portion of the property, which the City is in the process of acquiring from Inverness Innovation Park Association. The Whitewater Park is a planned 12.5-acre park that includes whitewater features, park gathering spaces, River overlooks, fish passage and habitat, stormwater improvements and restoration of the area. The Park project also includes road improvements and parking which necessitate additional right-of-way on Vine Drive. More particularly, the following will be added: 19 parallel parking spaces, a continuous bike lane, curb and gutter and a formalized right of way strip with trees, irrigation and turf grass. The project is identified on the attached vicinity map, included as Attachment 1. The Parks and Engineering Departments are coordinating on the design and implementation of the right-of-way improvements. Construction of the Whitewater Park and associated improvements is anticipated to begin summer 2018 and to wrap up in summer 2019. ATTACHMENT 1 5.1 Packet Pg. 56 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6534 : SR 036 E Vine ROW) Agenda Item 18 Item # 18 Page 2 The additional road right-of-way shown on the City parcels contains 7,283.525 square feet or 0.167 acres. Of the total of the area to be declared right-of-way, .06 acres is on Stormwater property. Construction of the whitewater park improvements on adjacent Parks and Natural Areas properties, in conjunction with future, upstream improvements, will benefit the Stormwater utility by enhancing flood protection on the Poudre River. The Stormwater Utility is not seeking additional compensation from the General Fund for the conversion of the .06 acres of Stormwater property to right-of-way. ATTACHMENTS 1. Whitewater Park Vicinity Map (PDF) 5.1 Packet Pg. 57 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6534 : SR 036 E Vine ROW) -1- ORDINANCE NO. 036, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS DECLARING CERTAIN CITY-OWNED PROPERTY ON EAST VINE DRIVE AS ROAD RIGHT-OF-WAY WHEREAS, the City owns certain parcels of property located on East Vine Drive north of the Poudre River, presently known as 101, 103, 105, 203, 205 and 213 East Vine Drive (the “City Property”); and WHEREAS, the City is also in the process of acquiring a parcel of land east of 213 East Vine Drive currently owned by Inverness Innovation Park Association (the “Inverness Parcel”); and WHEREAS, as part of the City’s planned development of a whitewater park on the Poudre River (the “Project”), the City is replatting the City Property, the Inverness Parcel, a parcel of land owned by Xcel Energy, and the City-owned Power Plant property south of the Poudre River currently leased to CSURF; and WHEREAS, the plat includes a dedication of two portions of the City Property totaling approximately .183 acres as additional road right-of-way for East Vine Drive in the areas indicated on Exhibit “A”, attached and incorporated herein by reference; and WHEREAS, the additional right-of-way would be used to make improvements to East Vine Drive as part of the Project; and WHEREAS, approximately 2500 square feet (.06 acres) of the proposed right-of-way is on property owned by the City’s Stormwater Utility; and WHEREAS, Article XII, Section 6 of the City Charter requires that all revenues of the City’s utilities be expended only for utility purposes determined by the Council to be beneficial to the ratepayers; and WHEREAS, the Stormwater Utility is partnering with the Parks Department and Natural Areas Department on the Project because construction of the Project improvements on Parks and Natural Areas properties, in conjunction with future, upstream improvements, will enhance flood protection along the Poudre River, and this benefit to the Stormwater Utility is of equivalent or greater value to the Utility than its investment in the Project, including the conversion of .06 acres of utility property to a General Fund purpose; and WHEREAS, converting a piece of property owned by the City in fee simple to right-of- way is tantamount to a conveyance of an interest in the property, as doing so creates certain public rights in the property that would not otherwise exist on City-owned property; and WHEREAS, Section 23-111 of the City Code provides that the City Council is authorized to sell, convey or otherwise dispose of any interests in real property owned by the City, provided 5.2 Packet Pg. 58 Attachment: Ordinance No. 036, 2018 (6534 : SR 036 E Vine ROW) -2- the City Council first finds, by ordinance, that such sale or other disposition is in the best interest of the City and, for property that is part of the City’s water or utility systems, the City Council must also find that the disposition of the property will not materially impair the viability of the system as a whole, and will be for the benefit of the citizens of the City; and WHEREAS, the City Council determines that converting .183 acres of the City Property to right-of-way to facilitate the Project is in the best interest of the City and will benefit the City’s identified Natural Areas purposes as well as citizens of the City generally, because the Project will provide a recreational area adjacent to Old Town, return part of the Poudre River to a more natural state, and provide safe access to the water; and WHEREAS, the City Council determines that converting .06 acres of stormwater property to right-of-way will not impair the viability of the stormwater system as a whole and is beneficial to the ratepayers of the Stormwater Utility because of the flood protection benefits provided by the Project. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby declares that the real property described on Exhibit “A” shall constitute right-of-way for East Vine Drive and related improvements, including without limitation public utilities, pedestrian, transit and bicycle access and improvements, landscaping, and such other related purposes as may now or in the future be determined appropriate, and hereby finds that such declaration is in the best interest of the City. Section 3. That following acquisition of the Inverness Parcel the City Manager is hereby authorized to execute the final plat for the Poudre River Whitewater Park, including dedication of the right-of-way as shown on Exhibit “A”, in substantially the form attached as Exhibit “A” along with such modifications as the City Manager, in consultation with the City Attorney, determines to be necessary or appropriate to protect the interests of the City, so long as such modifications do not substantially increase the portion of the City’s property being dedicated as right-of-way. Introduced, considered favorably on first reading, and ordered published this 20th day of February, A.D. 2018, and to be presented for final passage on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk 5.2 Packet Pg. 59 Attachment: Ordinance No. 036, 2018 (6534 : SR 036 E Vine ROW) -3- Passed and adopted on final reading on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk 5.2 Packet Pg. 60 Attachment: Ordinance No. 036, 2018 (6534 : SR 036 E Vine ROW) LOT 2 8,639 SQ.FT. RIGHT OF WAY DEDICATED BY THIS PLAT 5,082 SQ.FT. 0.117 ACRES RIGHT OF WAY DEDICATED BY THIS PLAT 2,887 SQ.FT. 0.066 ACRES LOT 3 7,680 SQ.FT. LOT 1 636,285 SQ.FT. 14.607 ACRES LOT 1 636,285 SQ.FT. 14.607 ACRES LOT 1 636,285 SQ.FT. 14.607 ACRES LEGEND KING SURVEYORS 650 E. Garden Drive | Windsor, Colorado 80550 3 ** FOR VACATED LOT LINE AND EASEMENT DETAILS - SEE SHEET 4 OF 4 ** ** FOR LINE AND CURVE TABLE SEE SHEET 2 OF 4 ** Multiple Parcels of Land, A Portion Thereof Being a Replat of Tract A, Inverness Innovation Park First Filing, Situate in the Northwest Quarter of Section 12, Township 7 North, Range 69 West of the 6th P.M., City of Fort Collins, County of Larimer, State of Colorado Attachment 2 EXHIBIT A 5.2 Packet Pg. 61 Attachment: Ordinance No. 036, 2018 (6534 : SR 036 E Vine ROW) Agenda Item 6 Item # 6 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Sue Beck-Ferkiss, Social Sustainability Specialist Ingrid Decker, Legal SUBJECT Second Reading of Ordinance No. 037, 2018, Amending Article XIII of Chapter 23 of the Code of the City of Fort Collins Regarding the Land Bank Program. EXECUTIVE SUMMARY This Ordinance, unanimously adopted on First Reading on February 20, 2018, amends City Code to add flexibility to the Land Bank Program, broaden the income levels of targeted populations and to allow mixed-use beyond solely residential affordable housing when requested by the City. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on Second Reading. BACKGROUND / DISCUSSION During the discussion at First Reading on the Land Bank Policy refresh on February 20, 2018, two issues were raised that will be addressed here. 1. Existing City Code language lists five facilities, at least three of which need to be located within one-half mile of the proposed land bank parcel now or in the reasonable future for the City to purchase the parcel for this program. These listed facilities are not defined terms. Language has been added to clarify these terms: • Now it is clear that transit routes and schools must be public in nature. • Parks must be designated and posted by the City. • The term “employee center” is now defined as employment, industrial, campus, or downtown districts as shown on the City’s Structure Plan Map. • Lastly, the term commercial center is further described to include shopping centers and retail developments. 2. Council asked how many additional people would be eligible for home ownership on a land bank parcel by raising the maximum income from 60% area median income (AMI) to 80% AMI. This is a hard question to answer. It is important to note that while this change will increase the number of household that will qualify for home-ownership product on land bank parcels, supply is still constricted. The need for units for residents making no more than 80% AMI greatly out paces the amount of housing the City could build on all the Lank Bank parcels combined. While this change does add flexibility to the target incomes, affordable home ownership has many constraints limiting how many families might qualify for a mortgage, find available units, meet funding source requirements and overcome other financial issues. 6 Packet Pg. 62 Agenda Item 6 Item # 6 Page 2 Another reason staff recommended raising the income target for home-ownership is because the current housing market is experiencing price escalation and there is not much housing available that folks earning 60% AMI could purchase. Illustrative of these points are the mortgages these incomes could support. Below are examples of 2 and 4-person households at 60% and 80% AMI that shows mortgages supported by these incomes: 4-Person Household Percent AMI AMI HUD Classification Maximum Affordable Rent (including utilities) Mortgage Supported by same Monthly Payment 80% $ 61,450 Low Income $ 1,536 $ 240,000 60% $ 46,100 Low Income $ 1,153 $ 180,000 2-Person Household Percent AMI AMI HUD Classification Maximum Affordable Rent (including utilities) Mortgage Supported by same Monthly Payment 80% $ 49,200 Low Income $ 1,230 $ 193,000 60% $ 36,900 Low Income $ 923 $ 145,000 Since the average family size in Fort Collins is 2.3 persons, even with 80% AMI income, a household could only afford a mortgage of about $193,000 which is lower than most of what is available in our market. At the 60% AMI level, the subsidy provided by discounted land would likely be insufficient to provide home ownership opportunities without significant additional public investment. The current median home price is over $300,000. Sustainable home-ownership requires enough income to withstand the burdens of maintenance, repairs and unexpected expenses. The 80% AMI income level provides more disposable income to meet these demands. Appropriate income levels will lead to successful home ownership and lessen the risk of foreclosure. Another way to look at how many additional households could be eligible by this change is to look at household income generally. The chart below organizes all City households by income and then separates this into different types of households. The highlighted income range mirrors the incomes of two-person households in the 60-80% AMI category. This means the increase in the pool of eligible households is less than 14.2% of all households. How many of those households are ready for home-ownership is harder to predict. Household Income All Households Families Married-couple Families Nonfamily Households Less than $10,000 7.5% 3.1% 0.9% 13.7% $10,000 to $14,999 4.4% 1.9% 1.0% 7.4% $15,000 - $24,999 10.3% 5.6% 3.4% 16.4% $25,000 - $34,999 8.5% 6.2% 4.1% 12.0% $35,000 - $49,999 14.2% 10.7% 9.4% 19.0% $50,000 - $74,999 16.0% 17.3% 17.1% 14.1% $75,000 - $99,999 13.6% 17.1% 18.8% 8.7% $100,000 - $149,999 14.5% 21.0% 24.8% 5.8% $150,000 - $199,999 6.3% 9.3% 11.1% 1.9% $200,000 or more 4.8% 7.8% 9.5% 1.0% Agenda Item 6 Item # 6 Page 3 Lastly, additional end-user income will be very helpful in attracting development partners trying to build affordable communities. Even with subsidy in terms of reduced land costs, it will be difficult for builders to make the numbers work to serve low income households with home ownership at mortgages they can afford. ATTACHMENTS 1. First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (PDF) 6 Packet Pg. 64 Agenda Item 22 Item # 22 Page 1 AGENDA ITEM SUMMARY February 20, 2018 City Council STAFF Sue Beck-Ferkiss, Social Sustainability Specialist Ingrid Decker, Legal SUBJECT First Reading of Ordinance No. 037, 2018, Amending Article XIII of Chapter 23 of the Code of the City of Fort Collins Regarding the Land Bank Program. EXECUTIVE SUMMARY The purpose of this item is to present potential changes to City Code to add flexibility to the Land Bank Program, broaden the income levels of targeted populations and to allow mixed-use beyond solely residential affordable housing when requested by the City. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION Land banking is the practice of buying and holding land for a future use. In Fort Collins, it is an important strategy for preserving sites for affordable housing in areas where land is currently relatively inexpensive but where price inflation is likely. Securing significant parcels before land prices rise makes affordability possible with fewer subsidy dollars. Strategic selection of sites to bank can also shape the character of the community by ensuring that affordable housing will be well distributed within the City. The Land Bank Program is the City’s only long term affordable housing incentive. History of the Fort Collins Program After a feasibility study conducted in 2000, the City established the land bank program by Ordinance in 2001 (Attachment 1). The Land Bank Code language was amended by City Council in April 2016. This amendment reinforced the program parameter that rental housing be targeted to households earning 50% of the area median income (AMI), however it specified that some units could be targeted to 60% AMI if the overall community still averaged no more than 50% AMI. That program adjustment was the first since the program’s inception. Recognizing that the development environment had changed since the program was established in 2001, City Council directed staff to conduct a comprehensive review of the program. The staff recommendations proposed here are a result of this review. (Attachment 2) The Land Bank acquired 5 parcels totaling about 50 acres between 2002 and 2006. In 2009, the properties were appraised to see if they had appreciated beyond their purchase price as one indication of whether a parcel should be sold. Adequate appreciation was not found. When the parcels were appraised again in 2014, adequate appreciation was determined. In 2015, a full market analysis was conducted on each of the 5 parcels. At least 3 were determined to be development ready. City Council supported selling a parcel at that time for the first time. (Attachment 3) ATTACHMENT 1 6.1 Packet Pg. 65 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6535 : SR 037 Land Bank Program) Agenda Item 22 Item # 22 Page 2 The Horsetooth parcel was offered for sale through a competitive Request for Proposal (RFP) process and, the Fort Collins Housing Authority (FCHA), doing business as Housing Catalyst (HC), was chosen as a development partner. The sale of the Horsetooth parcel was completed in 2017 and construction is underway on a 96-unit affordable housing community. Acquisition options of one or more parcels with the proceeds of that sale are being actively investigated. Upon completion of this program review, staff is also preparing to offer another Land Bank parcel for sale for ownership product pursuant to City Council direction and priority. Land Bank Program’s Alignment with Plans and Policy Land banking is established City policy in Fort Collins. City Plan speaks to the need for affordable housing generally and supports the Land Bank program specifically:  Policy LIV 8.7 Maintain a Supply of Land - Maintain an adequate supply of land for future affordable housing development by maintaining the Land Bank Program and acquiring additional properties as funding permits. This policy is explored in the Housing Affordability Policy Study and incorporated into the 2015-2019 Affordable Housing Strategic Plan. Current Land Bank Ordinance Criteria The Land Bank program was designed to serve the housing needs of low income residents. Very specific program parameters are specified by City Code and criteria established for the use, acquisition and sale of land bank parcels. In addition, City policy required that 3 additional conditions must be met for a parcel to be ready for sale. They include:  A verified need for developable land  Appreciation such that the parcel will sell for more than it was purchased for  Development-ready in terms of mitigation of any major development impediments. City Code Chapter 13, Article XIII. Land Banking establishes the program. It sets certain acquisition criteria for land purchase:  From a willing seller without condemnation  At a cost that does not exceed fair market value  Located in the City Growth Management Area  The location is now, or will be in a reasonable future within 1/2 mile of at least three of the following: 1. Transit Route 2. School 3. Park 4. Employment Center 5. Commercial Center Sale of the parcels to a housing provider for affordable housing development is governed by the following criteria:  For the purpose of developing a rental community where the average income target of the community is no more than 50% AMI.  For the purpose of developing ownership housing targeted to buyers making no more than 60% AMI.  Solely residential development.  Affordable in perpetuity.  Land sale price not to exceed 90% of fair market value.  Development must occur within a specified time period. 6.1 Packet Pg. 66 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6535 : SR 037 Land Bank Program) Agenda Item 22 Item # 22 Page 3 What does this preclude? Mixed-income and mixed-use developments are not permitted. Market rate housing cannot be included on the land bank parcels at all. There is no provision for selling a parcel out of the program if it no longer is appropriate for the program’s goals. Assuming a sale out of the program is permitted, the provision requiring the sale price be 90% of market value would not allow the program to recapture the full value of the land to go into purchasing the next parcel and would give a windfall to the buyer. The fixed AMI levels established for rental and home ownership programs do not align with the City’s definition of affordable housing or the major funding sources currently being used by developers of affordable housing. For instance, Low Income Housing Tax Credit funding allows for rental projects to go up to 60% AMI, but the program only allows up to an average of 50% AMI. Home ownership targeted to incomes at 60% and below may be unrealistic in our current real estate market without support services that are not provided for in this program. The need for affordable home ownership opportunities exists at least to 80% AMI households and even to people with more income than that. This change recognizes that home price escalation has outpaced income increases so that a bigger pool of residents are priced out of market housing. Proposed Changes It is important to note that this program is successfully providing land for future affordable housing development as designed and is viewed as favorable to most internal and external stakeholders. Overall, the program review reinforced that. The fact that the changes are small tweaks and not major direction shifts reinforces that too. Staff has the following recommendations: 1. Allow mixed-use development when specifically requested by the City as a subordinate supportive use.  Mixed-use is considered a best practice in affordable housing development where site appropriate and where the non-residential use supports the affordable housing development or the surrounding community.  Sometimes zoning or development requirements can push developers to include commercial elements and the current Code language precludes this. Not all sites are large enough for mixed use and some site sites are best maximized as affordable residential development. For that reason, staff recommends that mixed-use development should be permitted when specifically requested.  Lastly, allowing the use of some of the parcel to bring needed services or amenities to a neighborhood can help the neighborhood more readily accept the affordable housing.  Staff is not recommending allowing mixed-income including market rate housing. While this type of development is beneficial, most stakeholders did not want land subsidy being passed to market rate units. Other City affordable housing programs do allow this type of development, so precluding it from this one program does not rule out developments of this type in the City. 2. Remove specific Area Median Income levels and tie populations targets to the goals of the Affordable Housing Strategic Plan with an explicate exception for rental housing.  When the City sought proposals for the development of the Horsetooth parcel, a City Code change was required to accept the best development proposal. This experience demonstrated how limiting the specific AMI levels in City Code could be. The idea emerged that if the income levels were tied to the Affordable Housing Strategic Plan it would add dynamism to the criteria and be reviewed on a regular basis with the plan’s five-year updates. The effect of this would be to broaden the allowable range for homeownership from a maximum of 60% AMI to 80% AMI. This is considered a more sustainable target population for this housing type. Allowing homeownership up to 80% AMI aligns with the City’s Home Buyer’s Assistance program too.  However, the need for rental product for lower wage earners paired with the fact that most major funding sources currently being used by developers of affordable housing allow units to reach up to 60% AMI steered staff to recommend that rental development be targeted to households with income of 60% AMI or less. This still increases the range of residents the program can serve without subsidizing rental ranges that are being served by market rate 6.1 Packet Pg. 67 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6535 : SR 037 Land Bank Program) Agenda Item 22 Item # 22 Page 4 housing. 3. Allow some or all of a parcel to be sold or traded out of the program if it is determined to be unsuitable for affordable housing development. Possible reasons for selling part or all of a parcel out of the program could be:  a market study found the location unsuitable:  the City seeks development partners and does not get a response;  the parcel is too difficult to develop for this purpose;  The anticipated neighborhood amenities did not materialize within ten years. Also, land bank parcels cannot be sold for more than 90% of their market value under existing Code. This incorporates the purpose of using some of the value of the land to subsidize the development project. If the land is sold out of the program, there is no reason to limit the sale price to 90% of the market value. 4. Allow for notice and opportunity to cure for the reverter provisions. Current Code has automatic provisions for failure to develop timely or for failure to use for the intended purpose that would have ownership of the land revert to the City. Financial interests have suggested that customary provisions for notice and opportunity to cure such failures would be beneficial to the financing of developments on land bank parcels. 5. Lastly in addition to the proposed City Code amendments, staff recognizes the benefit of continuing to work on refining program specific incentives and design standards to maximize the development opportunities of the land bank parcels. This work will be coordinated with the City Plan update effort currently underway as well as the work of the Internal Housing Task Force. Summary of proposed changes: Current Code Proposed Change Purpose 100% Residential development Allow mixed-use when requested Supports community and neighborhood Specific AMI levels Tie to Affordable Housing Strategic Plan, except limit rental to 60% Expands populations to be served, conforms to City definition of affordable housing and aligns with funding sources Sale only for Affordable Housing Allows sale or trade when no longer appropriate for program Adds flexibility if parcel not useful for program and provides guidance to make determination Automatic reverter provisions Allow notice and opportunity to cure Assurance to lenders that developer could cure technical failures without losing ownership of land CITY FINANCIAL IMPACTS This policy change does not impact the City financially. BOARD / COMMISSION RECOMMENDATION At its February 1, 2018, meeting, the Affordable Housing Board voted unanimously to recommend Council adopt the proposed Code changes recommended by staff. (Attachment 4) PUBLIC OUTREACH 6.1 Packet Pg. 68 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6535 : SR 037 Land Bank Program) Agenda Item 22 Item # 22 Page 5 Extensive public outreach was conducted on the policy refresh for this program after the Council Work Session where the full market analysis was presented concluding that several land bank parcels were ready for deployment. It was conducted in 2 phases. The first phase was designed to determine whether changes in the program were warranted. The second stage was designed to determine what changes would be beneficial. (See Communication Plan (Attachment 5) and combined outreach summary packet (Attachment 6) Phase 1 1. 2 Focus groups of Stakeholders 2. Board tour including:  Affordable Housing Board  Community Development Block Grant Commission  Youth Advisory Board  Economic Advisory Commission  Natural Resources Advisory Board  Planning and Zoning 3. City Council work session Phase 2 1. Community Briefings - 3 offered at different locations and different times of day 2. Stakeholder Workshops - 2 offered at different times of day 3. Follow up interviews with Key Stakeholders 4. Super Issue Board Meeting - Lincoln Center 5. Public Hearing before the Affordable Housing Board 6. Business Community Presentations ATTACHMENTS 1. Ordinance No. 048, 2001, Land Bank Ordinance (PDF) 2. Council Work Session Summary, September 8, 2015 (PDF) 3. Council Work Session Summary, October 25, 2016 (PDF) 4. Affordable Housing Board minutes, February 1, 2018 (draft) (PDF) 5. Land Bank Communications Plan (PDF) 6. Outreach-Focus Groups Summary (PDF) 7. Powerpoint presentation (PDF) 6.1 Packet Pg. 69 Attachment: First Reading Agenda Item Summary, February 20, 2018 (w/o attachments) (6535 : SR 037 Land Bank Program) -1- ORDINANCE NO. 037, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS AMENDING ARTICLE XIII OF CHAPTER 23 OF THE CODE OF THE CITY OF FORT COLLINS REGARDING THE LAND BANK PROGRAM WHEREAS, on April 17, 2001, the City Council adopted Ordinance No. 048, 2001, enacting Article XIII of Chapter 23 of the City Code regarding land banking; and WHEREAS, the purpose of the land bank program is to enable the City to acquire, hold and sell real property to assist housing providers in providing affordable rental and homeownership housing for low-income residents; and WHEREAS, on April 5, 2016, the City Council adopted Ordinance No. 034, 2016, which amended Section 23-354 of the City Code to provide some flexibility in income targets for the land bank program and facilitate the development of the land bank parcel on Horsetooth Road; and WHEREAS, in 2016 the City Council also directed City staff to conduct a comprehensive review of the land bank program and recommend updates; and WHEREAS, as a result of that review, staff is recommending amendments to the land banking Code provisions to: • clarify the City’s ability to dispose of land bank parcels that turn out to not be appropriate for development of affordable housing, • allow mixed use development under certain conditions, • modify the affordability restrictions on properties sold for affordable housing, • create a notice requirement before property that has not been developed in accordance with the requirements of the land bank Code provisions reverts to the City, and • clean up references to the affordable housing trust fund, as there is no such fund; and WHEREAS, City staff also plans to develop possible changes to the City’s Land Use Code to create program-specific incentives and design standards to maximize the development potential of the land bank properties; and WHEREAS, the City Council believes that the proposed amendments to the City Code are in the best interests of the City. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That Section 23-350 of the Code of the City of Fort Collins is hereby amended to read as follows: Packet Pg. 70 -2- Sec. 23-350. - Purpose. The purpose of this Article is to enable the City to acquire, hold and sell real property to assist housing providers (whether publicly affiliated, philanthropic or profit-motivated) in providing affordable rental and homeownership housing. This Article will assist the City in providing land that developers can feasibly purchase for affordable housing; will help to ensure that appropriate sites are available in the future for the development of such housing; will assist in the early identification of sites for affordable housing development so that adjacent property owners will be aware of the plans for such sites; and will systematically secure affordable housing sites so that such developments can be dispersed throughout the community by strategically selecting sites for affordable housing projects in desirable locations. Section 3. That Section 23-352 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 23-352. - Criteria. The City Manager shall acquire land under the authority granted in § 23-351 only if the acquisition complies with the following criteria: (1) The land is acquired from a willing seller (without the threat of condemnation). (2) The cost of acquiring the land does not, in the opinion of the City Manager, exceed the fair market value thereof. (3) Either at the time of acquisition the land is, or in the judgment of the City Manager, the land within ten (10) years likely will be, within one-half (½) mile of at least three (3) of the following five (5) existing or planned facilities: a. City bus or other public Ttransit route; b. Public/charter Sschool; c. Park, as designated and posted by the City; d. Employment, centerindustrial, campus or downtown district as shown on the City’s Structure Plan Map; and e. Commercial center, such as a shopping center or other retail development. (4) The land is located within the Fort Collins Growth Management Area. Section 4. That Section 23-353 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 23-353. - Funding. Packet Pg. 71 -3- The acquisition of land pursuant to this Article shall be funded from the Affordable Housing Fund, the General Fund, or other available funding source. Section 5. That Section 23-354 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 23-354. - Disposition of land bank property. In addition to the criteria established for the disposition of property in Article IV of this Chapter, no property or portion of a property acquired pursuant to this Article shall be sold by the City except in accordance with the following criteria: (1) Any disposition/sale of such property shall be to a housing provider legally bound to the City under the terms of such sale to provide, as the sole development purpose, "affordable housing", to be defined in accordance with stated objectives from the City’s Affordable Housing Strategic Plan, and with the following restrictions: a. Rental housing shall be restricted to households at or below sixty (60) percent of AMI. b. Homeownership housing shall be restricted to households at or below eighty (80) percent of AMI. Such sale shall not be made to any person for land speculation or appreciation, for the development of market rate housing, or for the development of nonresidential unless the City requests that the development include specific non-residential, secondary supportive uses. (2) Notwithstanding the requirements of subsection (1) above, the City may sell or trade property acquired pursuant to this Article for purposes other than affordable housing if the City Council, in its sole discretion, determines that the property is no longer appropriate for the land bank program because: a. an affordable housing project on the property is not supported by a market study obtained by the City; b. at least three (3) of the facilities described in Section 23-352(3) do not exist within ten (10) years of acquisition of the property; c. the City has not received a satisfactory response to a request for proposals to develop the property; or d. the property is too difficult or costly to develop as affordable housing due to the size, location, physical condition or other limitations on the property. Packet Pg. 72 -4- (3) Upon acquisition of the property from the City, the housing provider shall commence development of all housing within twenty-four (24) months of having acquired the land and shall obtain building permits for the construction of all such housing units within forty-eight (48) months of acquisition of the property. If all such building permits have not been obtained by the housing provider within the aforesaid periods of time, then title to that portion of the property for which building permits have not been issued shall revert to the City, provided that the City shall first give notice to the housing provider and any lenders of record of any violation of this requirement and allow a period of not less than sixty (60) days to cure the violation. Said possibility of reverter shall be contained in any deeds conveying said land to such housing provider. Any extension of the aforesaid periods of time shall be valid only if approved by the City Manager upon finding that the housing provider has exerted a good faith and diligent effort in pursuing the development but has suffered delays caused by unforeseen circumstances not reasonably within the control of the housing provider. (4) If any property sold by the City for affordable housing under the authority of this Section is subsequently resold by the original housing provider, the purchaser and any subsequent owners of such property must continue to use such property for affordable housing. If said property is ever not so used, then the City may re-enter and recover title to all such property, provided that the City shall first give notice to the record owner of the property and any lenders of record of any violation of this requirement and allow a period of not less than sixty (60) days to cure the violation. The deed conveying the property from the City to such housing provider shall contain such right of entry for condition broken, which provision shall run with the title to the property. (5) All land conveyed to a housing provider by the City pursuant to this Article shall be sold to such housing provider at no more than ninety (90) percent of its fair market value as determined by the City. Land sold out of the land bank program pursuant to subsection (2) above shall not be subject to this requirement. Section 6. That Section 23-355 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 23-355. - Proceeds of sale. All proceeds of any sale of land in accordance with § 23-354 shall be used for additional land acquisitions in accordance with this Article. Packet Pg. 73 -5- Introduced, considered favorably on first reading, and ordered published this 20th day of February, A.D. 2018, and to be presented for final passage on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 6th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 74 Agenda Item 7 Item # 7 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Meagan Smith, Water Resources Engineer Donnie Dustin, Water Resources Manager Eric Potyondy, Legal SUBJECT First Reading of Ordinance No. 038, 2018, Establishing Rental Rates and Delivery Charges for Use of Water Available Under the City's Raw Water Interests for 2018 Through March 2021. EXECUTIVE SUMMARY The purpose of this item is to obtain City Council approval for the proposed formula-based and fixed rates and charges for rental and delivery of Utilities’ raw water supplies for three years: 2018, 2019, and 2020. This would be a change from the historical practice of having rates and charges approved for one year at a time. Staff has utilized the proposed formulas to set rates and charges since 2015. Staff is recommending a reduced rental rate of $400/acre-foot for fully consumable water (down from $600/acre-foot) to reflect market conditions and recognize Utilities’ increased availability of these supplies. The rates and charges would be effective through March 2021, to address the gap between the end of 2020 and anticipated Council approval of new rates and charges in early 2021. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION The City is a shareholder in several local ditch and reservoir companies and holds allotment contracts for the delivery of Colorado Big-Thompson Project (CBT) water. Utilities is responsible for most of these supplies. The main use for these raw water sources is in the treatment and delivery of potable water for the Utilities’ ratepayers. There are also delivery obligations under existing agreements to provide raw water shares for use by certain home owner associations (HOAs), the Poudre School District, and some City departments. After these treated and raw water demands have been met, in most years there is surplus water that can be rented first to other City departments (if needed) and then to non-City water users. Staff proposes two categories for pricing raw water. The first category - rental rates - is used to set prices for surplus raw water for use by non-City water users. Typically, there is demand for much of the City’s raw water rental sources and there are active rental markets. The second category - delivery charges - sets prices for sources where the Utilities has an on-going obligation to provide raw water that is used to irrigate some HOA greenbelts and Poudre School District fields, and some City parks and golf courses, as well as to deliver additional raw water to other City departments as needed. Historically, City Council has approved rental rates and delivery charges for the use of Utilities’ raw water each year after the ditch and reservoir companies have established their annual assessments and prior to the start of the irrigation season. Beginning in 2015, staff recommended and City Council approved, a formula-based approach to setting rental rates and delivery charges for all raw water sources except fully consumable supplies. The formulas are a function of the annual assessment for each ditch and reservoir company plus an 7 Packet Pg. 75 Agenda Item 7 Item # 7 Page 2 administrative fee. Over the past three years, staff has received positive feedback from the rental community regarding this formula-based approach to rate setting. Staff is now proposing City Council adopt the formula-based approach to setting rental rates and delivery charges for three years. This would be a change from the historical practice of having rates and charges approved annually. The rates and charges will be effective through March 2021, to address the gap between the end of 2020 and anticipated Council approval of new rates and charges in early 2021. Setting the rates via formula captures any fluctuation in assessments, ensuring the City will recoup its costs for rented water without the need for annual approval. Moreover, establishing the rates and charges for a three-year period will reduce the administrative burden of the rental program while increasing the planning certainty for the City’s water rental community. The attached tables show proposed calculations for determining rental rates and delivery charges (Table 1), assessment rates as set by the irrigation companies (Table 2), and raw water rates charged by Utilities for 2016 and 2017 with proposed rates for 2018 (Table 3). Please note, the rates will change with any changing assessment rates in 2019 and 2020. ACTIVE RENTAL MARKETS FOR SURPLUS RAW WATER North Poudre Irrigation Company (NPIC) Rental Rates - Utilities expects to have surplus NPIC water available for rent. Each NPIC share has an agricultural (AG) component and a multiple use (MU) component. The volume of water for each component varies annually and is set in April by the NPIC Board of Directors based on the company’s water supply availability. Due to current legal constraints, the AG component can only be used on land served by the NPIC system and is rented to shareholders under that system. The MU portion of each NPIC share is available for Utilities' use and is largely comprised of NPIC-owned CBT water. When users in the NPIC system rent either AG or MU water, both components are delivered through the system in the same manner. Therefore, for rentals made into the NPIC system, it is proposed both types of water be rented at the same rate per acre-foot (AF). Beginning in 2015, a formula was used to set the raw water rental rate, incorporating the NPIC assessment and share allocation to ensure the cost of the NPIC assessment was fully paid by the renter. This same method is proposed for 2018 - 2020 and is defined below. The calculated rate will be rounded up to the nearest dollar, and will not be defined until after the allocation is made in mid-April. The rental rate will remain fixed until the assessment rate is defined for the next growing season. In some years there is a special class of NPIC water available for agricultural users for a very limited time early in the growing season. This Early AG water has a limited rental market and thus warrants a significantly lower rate. If Early AG water is available in 2018 - 2020, staff proposes a rental rate of $15/AF to reflect its limited use. Table 4 provides a possible range of calculated rental rates using the 2018 assessment of $220.00 with various potential allocations. Please note, rates will change with any assessment changes in 2019 and 2020. Procedures - If the total volume of rental requests is greater than the available surplus water, Utilities will use a proportionate allocation method based on the requester’s acreage, as has been done since 2008. This allocation method uses information provided by renters about their total land holdings served under the NPIC system. These requesting acreages are then added together and divided into the total volume of City-owned NPIC water available for rent in each year. This AF/acre ratio is then applied to each of the requesters’ land holdings to determine the maximum amount of rental water available for each requester. This allocation method was developed at the request of NPIC renters to provide some water to all requesters each year. 7 Packet Pg. 76 Agenda Item 7 Item # 7 Page 3 Colorado Big Thompson Water (CBT) Rental Rate - Utilities receives CBT water through allotment contracts with the Northern Colorado Water Conservancy District (Northern) and through its ownership of NPIC shares. Utilities does not typically rent CBT water from its own allotment contracts with Northern, but when available, Utilities will rent CBT water available through its ownership of NPIC shares. Utilities holds some of the NPIC MU water for potentially high summer demands, then rents it to other (non-NPIC) renters later in the year if it was not needed. To use CBT water from its NPIC shares, the MU portion of the share is transferred as CBT water into the Utilities’ CBT account with Northern Water. Beginning in 2015, Northern instituted a transfer fee for this type of operation. The transfer fee is based on the CBT allocation, which varies from year to year. The 2017 fee for this transfer was $50.88/AF. Depending on the CBT quota, the fee for this transfer in 2018 will likely be closer to $60/AF. The assessed transfer fee is added to the cost of the rental (resulting in a rental price of $94.88/AF in 2017). Staff recommends rentals of CBT water be made at a rate equal to the calculated NPIC rate plus the cost of any transfer fees associated with the rental. Procedures - Utilities will first meet the CBT delivery obligations to City departments and other entities with delivery agreements. Surplus CBT water will then be offered to water users on ditches that run through town. These ditches, known collectively as the “Southside Ditches”, include the Arthur, New Mercer, Larimer No 2, and Warren Lake Reservoir. The Pleasant Valley Lake and Canal Company (PVLC) is also included in this tier. Surplus CBT water will next be made available to other Poudre Basin water users. Finally, in the event any surplus CBT water remains, it will be offered to others within the entire Northern District. Water Supply and Storage Company (WSSC) Rental Rates - Water Supply and Storage Company shares can only be rented to water users under that system. WSSC has an active rental market, and the recent historical rental rate of a WSSC share is $1,000 over assessment. It is recommended this method be used to calculate the WSSC share rental rate for 2018 through 2020. Procedures - Shares will be offered via lottery as in past years. Poudre Valley and Lake Canal Company (PVLC) and the Southside Ditches Rental Rates - The rental market for raw water from the Southside Ditches or PVLC is very limited, however Utilities can occasionally rent surplus water from these systems. Staff recommends the rate for these supplies be set at 120% of the assessment rate for each Ditch Company. Procedures - PVLC and Southside Ditch shares can only be rented to water users under each specific system. As the market for these supplies is limited, availability of shares to rent will be determined by Staff at the time the request is made. Fully Consumable Water Rental Rates - Utilities has occasional rental demand for fully consumable water to satisfy State requirements for substitute water supply and augmentation plans. Historically, Utilities has set the price for this water conservatively high relative to the market to avoid unnecessary demands on our limited fully consumable supplies. However, with ongoing operational experience at Rigden Reservoir, Utilities has increased its availability and flexibility of fully consumable supplies. Staff proposes setting the rental rate for these sources at $400/AF for three years. Based on inquiries with entities renting/leasing water with similar characteristics in Northern Colorado, this rate is in line with market conditions for short-term agreements for water for augmentation use (which is one common example of a fully consumable use). Procedures - Utilities staff will monitor reusable sources and determine availability for rental at the time the request is made. 7 Packet Pg. 77 Agenda Item 7 Item # 7 Page 4 RAW WATER DELIVERY CHARGES PVLC and the Southside Ditches Delivery Charges This category sets charges for water delivered for use on City facilities, such as parks and golf courses, or water delivered for use by other entities having met the Utilities’ raw water requirement. Non-City entities with raw water delivery agreements are typically HOAs and the Poudre School District. It is proposed the delivery charges be set at 110% of each ditch and reservoir company per share annual assessment. This is to help offset administrative costs. Colorado-Big Thompson Water (CBT) This category sets charges for CBT water delivered for use at facilities which have met a raw water requirement, or for use by other City departments for irrigation purposes. In those instances, at its discretion, Utilities may utilize available supplies through its ownership in NPIC or through its allotment contracts with Northern Water. Staff recommends setting the rate for delivery of this CBT water equal to the NPIC rental rate plus any applicable NCWCD transfer fees. This rate will be utilized unless otherwise defined by agreement. Fully Consumable Water Delivery Charges Utilities has delivery obligations for reusable water where the Utilities’ raw water requirement has been met. For these obligations it is proposed to charge a fee of $120 per acre-foot to help offset operational and administrative costs. CITY FINANCIAL IMPACTS Revenue from the rental and delivery of raw water has averaged approximately $750,000/year over the last five years. These revenues can fluctuate significantly depending upon water supply conditions. Revenues generated by rentals helps off-set the annual cost to Utilities of raw water ownership. BOARD / COMMISSION RECOMMENDATION At its February 15, 2018 meeting, the Water Board unanimously recommended City Council adopt the proposed formula-based and fixed rates and charges for raw water rental and delivery. The Water Board is also supportive of fixing the formulas and fixed rates and charges as ongoing, with an annual review and report to the Board on market rates. PUBLIC OUTREACH Announcements were made at the NPIC and WSSC irrigation company annual meetings regarding the availability of rental water and the processes for making requests. ATTACHMENTS 1. Table 1 - Proposed Rental Rates and Delivery Charges (PDF) 2. Table 2 - Water Assessments (PDF) 3. Table 3 - Rental Rates and Delivery Charges (PDF) 4. Table 4 - Range of NPIC Rental Rates (PDF) 5. Water Board minutes, February 15, 2018 (draft) (PDF) 7 Packet Pg. 78 Table 1 Proposed Rental Rates and Delivery Charges TYPE OF WATER RENTAL RATES/CHARGES SURPLUS RENTAL RATES NPIC – EARLY AG (PER AF) $ 15.00 NPIC – AG OR MU (PER AF) $ [Assessment / (MU+AG Allocation)] + 2.00 CBT (PER AF) $ Calculated NPIC rental rate + any Northern transfer fee WSSC (PER SHARE) $ Assessment + 1,000.00 ARTHUR IRRIGATION CO (PER SHARE) $ (120% of annual assessment) LARIMER COUNTY CANAL #2 (PER SHARE) $ (120% of annual assessment) NEW MERCER DITCH CO (PER SHARE) $ (120% of annual assessment) PLEASANT VALLEY & LAKE CANAL CO (PER SHARE) $ (120% of annual assessment) WARREN LAKE RESERVOIR CO (PER SHARE) $ (120% of annual assessment) SHERWOOD RESERVOIR CO (PER SHARE) $ (120% of annual assessment) SHERWOOD IRRIGATION CO (PER SHARE) $ (120% of annual assessment) FULLY CONSUMABLE (PER AF) $ 400.00 RAW WATER DELIVERY CHARGES CBT (PER AF) $ Calculated NPIC rental rate + any Northern transfer fee ARTHUR IRRIGATION CO (PER SHARE) $ (110% of annual assessment) LARIMER COUNTY CANAL #2 (PER SHARE) $ (110% of annual assessment) NEW MERCER DITCH CO (PER SHARE) $ (110% of annual assessment) PLEASANT VALLEY & LAKE CANAL CO (PER SHARE) $ (110% of annual assessment) WARREN LAKE RESERVOIR CO (PER SHARE) $ (110% of annual assessment) SHERWOOD RESERVOIR CO (PER SHARE) $ (110% of annual assessment) SHERWOOD IRRIGATION CO (PER SHARE) $ (110% of annual assessment) FULLY CONSUMABLE (PER AF) $ 120.00 Notes: (1) Rates may be adjusted to reflect the remaining yield or the prevalent market price of the water stock being rented. (2) The April allocation will be used to set the NPIC AG/MU price. (3) Rates and charges are rounded up to the nearest dollar. (4) The transfer fee charged on CBT rentals will be based on the quota at the time of the transfer. (5) The raw water delivery charge for CBT water may differ from above if otherwise defined in writing. ATTACHMENT 1 7.1 Packet Pg. 79 Attachment: Table 1 - Proposed Rental Rates and Delivery Charges (6513 : Raw Water Rental Rates and Delivery Charges) Table 2 Water Assessments 0BSOURCE 1B2015 2B2016 3B2017 4B2018 CBT (NCWCD, $/UNIT) 30.50 35.50 42.40 43.50 NORTH POUDRE IRRIGATION CO. ($/SH) 200.00 200.00 210.00 220.00 WATER SUPPLY & STORAGE CO. ($/SH) 2,900.00 2,900.00 3,000.00 3,000.00 ARTHUR IRRIGATION CO. ($/SH) 20.00 57.00 50.00 51.00 LARIMER COUNTY CANAL #2 ($/SH) 350.00 450.00 600.00 700.00 NEW MERCER ($/SH) 450.00 450.00 750.00 925.00 PLEASANT VALLEY & LAKE CANAL ($/SH) 185.00 185.00 190.00 504.00 WARREN LAKE ($/SH) 500.00 250.00 400.00 500.00 SHERWOOD RESERVOIR ($/SH) 160.00 57.00 57.00 57.00 SHERWOOD IRRIGATION ($/SH) 1,500.00 1,500.00 1,545.00 1,545.00 REUSABLE SOURCES ($/AF) n/a n/a n/a n/a ATTACHMENT 2 7.2 Packet Pg. 80 Attachment: Table 2 - Water Assessments (6513 : Raw Water Rental Rates and Delivery Charges) Table 3 Water Rental Rates and Delivery Charges SOURCE 2016 2017 2018 SURPLUS WATER RENTAL RATES CBT WATER ($/AF) 45.00 + Transfer fee 44.00 + Transfer fee NPIC rate +Transfer fee TRANSFER FEE – NPIC CBT TO CITY ($/AF) 49.14 50.88 Determined in April NPIC – EARLY AG ($/AF) 15.00 15.00 15.00 NPIC – AG OR MU ($/AF) 45.00 44.00 Determined in April WATER SUPPLY & STORAGE CO ($/SH) 3,900.00 4,000.00 4,000.00 ARTHUR IRRIGATION CO. ($/SH) n/a n/a 62.00 LARIMER COUNTY CANAL #2 ($/SH) n/a n/a 840.00 NEW MERCER ($/SH) n/a n/a 1,110.00 PLEASANT VALLEY & LAKE CANAL ($/SH) n/a n/a 605.00 WARREN LAKE ($/SH) n/a n/a 600.00 SHERWOOD RESERVOIR CO ($/SH) n/a n/a 69.00 SHERWOOD IRRIGATION CO ($/SH) n/a n/a 1,854.00 FULLY CONSUMABLE WATER ($/AF) 600.00 600.00 400.00 RAW WATER DELIVERY CHARGES CBT WATER ($/AF) n/a n/a NPIC rate +Transfer fee ARTHUR IRRIGATION CO ($/SH) 63.00 55.00 57.00 LARIMER COUNTY CANAL #2 ($/SH) 495.00 660.00 770.00 NEW MERCER ($/SH) 495.00 825.00 1,018.00 PLEASANT VALLEY & LAKE CANAL ($/SH) 204.00 209.00 555.00 WARREN LAKE ($/SH) 275.00 440.00 550.00 SHERWOOD RESERVOIR CO ($/SH) 63.00 63.00 63.00 SHERWOOD IRRIGATION CO ($/SH) 1,650.00 1,700.00 1,700.00 FULLY CONSUMABLE SOURCES ($/AF) 120.00 120.00 120.00 Notes: (1) Rates may be adjusted to reflect the remaining yield or the prevalent market price of the water stock being rented. (2) Charges for those who have satisfied the City’s raw water requirements are set at 110% of the assessments charged by that company. (3) The transfer fee charged on CBT rentals will be based on the quota at the time of the transfer. (4) The raw water delivery charge for CBT water may differ from above if otherwise defined in writing. Table 4 Range of NPIC Rental Rates NPIC Assessment ($/sh) 220.00 220.00 220.00 220.00 April Ag Allotment (AF/sh) 1.25 1.5 2.00 2.5 April MU Allotment (AF/sh) 2.25 2.5 2.75 3.0 Total April Allotment (AF/sh) 3.5 4.0 4.75 5.5 Assessment Cost ($/AF) 62.86 55.00 46.31 40.00 Administration Fee ($/AF) 2.00 2.00 2.00 2.00 Calculated Rental Rate ($/AF) 65.00 57.00 49.00 42.00 ATTACHMENT 4 7.4 Packet Pg. 82 Attachment: Table 4 - Range of NPIC Rental Rates (6513 : Raw Water Rental Rates and Delivery Charges) Excerpt from the February 15, 2018 Water Board minutes: 2018 Raw Water Rental Rates and Delivery (Attachments available upon request) Water Resources Engineer Meagan Smith provided background information and an overview of the proposed 2018 rental rates and delivery charges. Topics included two pricing categories, typical rentals, delivery agreements, water types (early agricultural, agricultural, and multiple use), Rule 11 transfer fee, etc. The current process requires City Council approval annually and creates pricing uncertainty for the rental community. Staff proposes setting the formula-based and fixed rates and delivery charges for a three-year term: formula-based rate setting ensures City recoups costs, increases planning certainty for rental community, and reduces administrative burden to rental program. Ms. Smith asked for the Water Board’s feedback on the proposed changes. Discussion Highlights Board members commented on and inquired about various related topics including the possibility of promoting and actively soliciting water rentals because it generates revenue (staff indicated the priority is ensuring treated water customers receive the water they need, but promoting raw water rentals is a possibility in the future, although policy is to support agriculture and seek only to recover costs); rental revenue last year ($981,231); impact of proposed changes on water districts’ budgets; other options for reusable water; questions on the proposed $400 per acre-foot for fully consumable sources (down from the current $600) and whether staff could add language for the fee to be “$600 or less” based on an annual adjustment at the Utilities Executive Director’s discretion, to allow flexibility according to market conditions (staff will consult with City Attorney’s Office); a board member agreed the $400 reduced proposed free is reasonable and understood staff’s rationale. Motion: Chairperson Brett Bovee moved that Water Board recommends City Council adopt the proposed formulas and fixed rates for the raw water rental rates and delivery charges for a term of approximately three years through March 2021, as proposed by Utilities staff. Discussion on the Motion: A board member inquired whether it is necessary to limit the term to three years. Staff suggested providing information to the Water Board on an annual basis on market rates. Revised Motion: Chairperson Brett Bovee moved that Water Board recommends City Council adopt the proposed formulas and fixed rates for the raw water rental rates and delivery charges ongoing with an annual report to the Water Board and if Water Board suggested changes to the fully consumable rate. • Board Member Jim Kuiken seconded the motion. • Vote on the motion: It passed unanimously 7-0. ATTACHMENT 5 7.5 Packet Pg. 83 Attachment: Water Board minutes, February 15, 2018 (draft) (6513 : Raw Water Rental Rates and Delivery Charges) Staff Liaison/Water Resources and Treatment Operations Manager Carol Webb noted that staff is working with the board of North Poudre Irrigation Company (NPIC) to be less conservative with its allocations, because conservative allocations has resulted in NPIC giving away free water and therefore eliminating the possibility of recouping expenses. 7.5 Packet Pg. 84 Attachment: Water Board minutes, February 15, 2018 (draft) (6513 : Raw Water Rental Rates and Delivery Charges) -1- ORDINANCE NO. 038, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS ESTABLISHING RENTAL RATES AND DELIVERY CHARGES FOR USE OF WATER AVAILABLE UNDER THE CITY’S RAW WATER INTERESTS FOR 2018 THROUGH MARCH 2021 WHEREAS, the City holds title to or otherwise has ownership interests in various water rights, water right decrees, shares in ditch and reservoir companies (“shares”), and contractual rights to the delivery of water that are sources of supply of raw and untreated water (together, “Raw Water Interests”); and WHEREAS, the amount of water available under the City’s Raw Water Interests, at certain times, may be greater than the immediate needs of the City and its inhabitants, and is thus potentially available for use by persons outside of the City as a rental; and WHEREAS, the City has various agreements and understandings pursuant to which the City allows persons outside of the City and certain City departments to use water available under the City’s Raw Water Interests, provided that a charge for the delivery of such water is paid; and WHEREAS, pursuant to Article XII, Section 4 of the City Charter, if at any time the water supply is greater than the immediate needs of the City and its inhabitants, the City Council may authorize the City Manager to permit the use of such surplus water by consumers outside the City at such rates as the City Council may prescribe, provided that no vested right shall accrue under such permits; and WHEREAS, pursuant to Article XII, Section 6 of the City Charter, the City Council shall by ordinance from time to time fix, establish, maintain, and provide for the collection of such rates, fees, or charges for water furnished by the City as will produce revenues sufficient to pay the cost of operation and maintenance of the City’s utilities in good repair and working order and to provide and maintain an adequate working capital fund for the day-to-day business operations of the utilities; and WHEREAS, City staff has recommended rental rates and delivery charges for the use of water available under the City’s Raw Water Interests for a period of approximately three years, through March 2021, which the Water Board has also recommended; and WHEREAS, City Council finds that the rental rates and delivery charges set forth herein are appropriate and will provide revenues that offset the cost of operation and maintenance of the City’s Raw Water Interests and associated infrastructures and to keep the City’s utilities in good repair and working order and to provide and maintain an adequate working capital fund for the day-to-day business operations of the utilities. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Packet Pg. 85 -2- Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Manager and the Utilities Executive Director are hereby authorized to make water available under the City’s Raw Water Interests available for use by persons outside of the City and certain City departments, provided; that such water can be rented or delivered without adversely affecting the City; that no vested right shall accrue under such use; and that appropriate rental rate or delivery charge set forth herein is applied, which may be adjusted as the City Manager or the Utilities Executive Director determine necessary to reflect the remaining yield for the prevalent market price of the water or shares being rented in order to prevent undue economic loss to the City; and that the final price may be rounded up to the nearest dollar. Section 3. That the City Manager and the Utilities Executive Director are hereby further authorized: to impose on such rentals and deliveries such additional terms and conditions as they deem appropriate to protects the interests of the City in and to the City’s Raw Water Interests; and to deny any request for a rental or delivery, to the extent allowed by law, as they deem appropriate to further the interests, policies, and values of the City. Section 4. That all previous authorizations to make water available under the City’s Raw Water Interests are repealed in their entirety. Section 5. That the rental rates set forth in the table below are hereby approved as the City’s rental rates for 2018 through March 2021, provided that the rental rate for fully consumable water shall apply through March 2021. RATES FOR RENTALS OF SURPLUS RAW WATER Type of Water Rate Per Acre Foot Arthur Irrigation Company 120% of Annual Assessment Colorado-Big Thompson Water from the Northern Colorado Water Conservancy District (NCWCD) associated with Shares in the North Poudre Irrigation Company Rental Rate for North Poudre Irrigation Company (Seasonal Agricultural and Multiple Use Water) + any NCWCD transfer fees calculated at the time of transfer Larimer County Canal No. 2 Irrigating Company 120% of Annual Assessment New Mercer Ditch Company 120% of Annual Assessment North Poudre Irrigation Company: Early Agricultural Use Water $15.00 per acre foot North Poudre Irrigation Company: Seasonal Agricultural and Multiple Use Water (Annual Assessment / (Sum of Allocation of Seasonal Agricultural Use and Multiple Use Water per share)) + $2.00 per acre foot Pleasant Valley and Lake Canal Company 120% of Annual Assessment Fully Consumable Sources $400.00 per acre foot Sherwood Reservoir Company 120% of Annual Assessment Sherwood Irrigation Company 120% of Annual Assessment Warren Lake Reservoir Company 120% of Annual Assessment Packet Pg. 86 -3- Type of Water Rate Per Share Water Supply and Storage Company Annual Assessment + $1,000.00 share Section 6. That the delivery charges set forth in the table below are hereby approved as the City’s delivery charges for 2018 through March 2021. RAW WATER DELIVERY CHARGES Type of Water Rate Per Share Arthur Irrigation Company 110% of Annual Assessment Colorado-Big Thompson Water from the Northern Colorado Water Conservancy District Rental Rate for North Poudre Irrigation Company (Seasonal Agricultural and Multiple Use Water) + any NCWCD transfer fees calculated at the time of transfer Larimer County Canal No. 2 Irrigating Company 110% of Annual Assessment New Mercer Ditch Company 110% of Annual Assessment Pleasant Valley and Lake Canal Company 110% of Annual Assessment Sherwood Reservoir Company 110% of Annual Assessment Sherwood Irrigation Company 110% of Annual Assessment Warren Lake Reservoir Company 110% of Annual Assessment Type of Water Rate Per Acre Foot Fully Consumable Sources $120.00 per acre foot Introduced, considered favorably on first reading, and ordered published this 6th day of March, A.D. 2018, and to be presented for final passage on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 87 Agenda Item 8 Item # 8 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Ashley Macdonald, Real Estate Specialist I Helen Matson, Real Estate Services Manager Ken Mannon, Operations Services Director Mike Calhoon, Parks Supervisor Ryan Malarky, Legal SUBJECT First Reading of Ordinance No. 039, 2018, Authorizing the Lease of City-Owned Property Located at 211 South Bryan Avenue to the Fort Collins Baseball Club, Inc. EXECUTIVE SUMMARY The purpose of this item is to obtain approval for a lease of City-owned property located at 211 South Bryan Avenue to the non-profit corporation Fort Collins Baseball Club (FCBC). FCBC provides recreational programs to citizens and non-profit organizations. FCBC is requesting a less than market lease rate of $25 per year for a period of up to 25 years (10-year lease with 3 five-year extensions at the City’s option). STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION The City Parks and Recreational Department has collaborated with a local Colorado Nonprofit Corporation known as the Fort Collins Baseball Club Inc., (FCBC), to provide recreational programs to the citizens and non-profit organizations in the City since 1983. FCBC expands recreational programming that may not be otherwise offered by the City due to limited funding and the increased demand for use of City facilities. The partnership has proven successful and the parties subsequently entered into additional consecutive leases in November of 1991 and 2007. On November 6, 2007, City Council adopted Ordinance No. 113, 2007, authorizing the lease of the 211 South Bryan Avenue space to FCBC. FCBC has expressed a strong interest in executing a new lease to continue providing recreation opportunities to citizens. Goals and objectives of the City of Fort Collins Parks and Recreation Policy Plan that may benefit from the execution of the lease with FCBC include: • Goal 6, because it is a collaborative effort to attract more residents and visitors to utilize and participate in Fort Collins’s Park and Recreation services and facilities. • Goal 8, because it supports the objective to create a seamless and cohesive customer service delivery system for the provision of all park and recreation programs and services regardless of location. 8 Packet Pg. 88 Agenda Item 8 Item # 8 Page 2 CITY FINANCIAL IMPACTS Annual rent collected from this lease will result in $25 per year in commercial rent revenue for a total of $375 over the course of 25 years. Rent for this space is based on the lease rate determined by staff for a bona fide non-profit organization like FCBC. FCBC will be responsible for expenses of all utilities, maintenance, communication services, trash services, janitorial services, and taxes. In addition, it will be the obligation of FCBC for any tenant finish costs. The City will be responsible for ground maintenance costs surrounding the purposed leased premises. BOARD / COMMISSION RECOMMENDATION At its January 24, 2018 meeting, the Parks and Recreation Board unanimously voted to recommend approval of the lease. ATTACHMENTS 1. Location Map (PDF) 2. 211 S Bryan Lease with Exhibits (draft) (PDF) 3. Parks and Recreation Board minutes, January 24, 2018 (draft) (PDF) 8 Packet Pg. 89 ATTACHMENT 1 8.1 Packet Pg. 90 Attachment: Location Map (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT ATTACHMENT 2 8.2 Packet Pg. 91 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 92 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 93 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 94 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 95 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 96 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 97 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 98 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 99 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 100 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 101 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 102 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 103 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 104 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 105 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 106 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 107 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 108 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) DRAFT 8.2 Packet Pg. 109 Attachment: 211 S Bryan Lease with Exhibits (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) Parks and Recreation Board January 24, 2018 Minutes Excerpt (draft) Fort Collins Youth Baseball lease of the Scout House – Fort Collins Youth Baseball, a non-profit, leases of the Scout House at City Park as their administrative office. The City Manager can lease a property to an organization at a lower cost if it is for the common good. Recreation doesn’t provide Youth Baseball program because of the great program operated by Fort Collins Youth Baseball. The lease is $25 per year. The administrator, Thad Anderson, for the organization has a great relationship with the city. Jessica MacMillan has made a motion to support the renewal of the Fort Collins Youth Baseball lease of the Scout House. Seconded by Bruce Henderson. Motion approved 5:0 ATTACHMENT 3 8.3 Packet Pg. 110 Attachment: Parks and Recreation Board minutes, January 24, 2018 (draft) (6469 : 211 S Bryan "Scout House" Lease to FCBC) -1- ORDINANCE NO. 039, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS AUTHORIZING THE LEASE OF CITY-OWNED PROPERTY AT 211 SOUTH BRYAN AVENUE TO THE FORT COLLINS BASEBALL CLUB, INC. WHEREAS, the City of Fort Collins is the owner of the property located west of the intersection of West Oak Street and South Bryan Avenue, commonly known as the City Park Ballfields (the “Property”); and WHEREAS, located on the Property is a building identified as 211 South Bryan Avenue, Fort Collins, Colorado, 80524 (the “Premises”); and WHEREAS, since 1983, the City has been leasing the Premises to the Fort Collins Baseball Club, Inc. (formerly the Youth Baseball Association), a local non-profit corporation (“FCBC”); and WHEREAS, FCBC’s most recent lease has expired, and FCBC desires to continue leasing the Premises for up to twenty-five years, beginning with a ten-year term and followed by three five-year extensions at the City’s option; and WHEREAS, rent for the Premises would be $25 per year, in recognition of the community benefits derived from FCBC’s recreational and competitive baseball programming; and WHEREAS, FCBC would pay for all utilities, building maintenance, communication services, trash services, janitorial services and taxes related to the Premises; and WHEREAS, City staff believes it is in the best interests of the community to continue leasing the Premises to FCBC; and WHEREAS, under Section 23-113(b) of the City Code, the City Council may lease any and all interests in real property owned in the name of the City if the City Council first finds that the lease is in the best interests of the City; and WHEREAS, if the proposed term of the lease exceeds twenty years, the lease must be approved by the City Council by ordinance; and WHEREAS, under Section 23-114 of the City Code, any sale or lease of City property interests must be for an amount equal to or greater than the fair market value of such interest unless the City Council determines that such sale or lease serves a bona fide public purpose, based on the five factors listed in Section 23-114; and WHEREAS, leasing the Premises to FCBC for less than fair market value serves a bona fide public purpose because: Packet Pg. 111 -2- (1) The use to which the property will be put promotes health, safety or general welfare and benefits a significant segment of the citizens of Fort Collins by providing recreational and competitive baseball programming that promotes community engagement and health; (2) The proposed lease supports Goals 6 and 8 of the Fort Collins Parks and Recreation Policy Plan because it is a collaborative effort to attract more residents and visitors to use and participate in Park and Recreation services and facilities, and it helps create a seamless and cohesive customer service delivery system; (3) The financial support provided by the City through the below-market lease of the Premises will be leveraged with other funding and assistance received by FCBC; (4) The lease will not result in any direct financial benefit to any private person or entity, except to the extent such benefit is only an incidental consequence and is not substantial relative to the public purpose being served; and (5) Leasing the property for less than fair market rent will not interfere with current City projects or work programs, hinder workload schedules or divert resources needed for primary City functions or responsibilities. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby finds that leasing the Premises located at 211 South Bryan Avenue under the terms listed above is in the best interests of the City. Section 3. That the City Council further finds that such lease for less than fair market value serves a bona fide public purpose for the reasons stated in the recitals above. Section 4. That the City Manager is hereby authorized to execute a lease agreement for the Premises on terms and conditions consistent with this Ordinance, together with such additional terms and conditions as the City Manager, in consultation with the City Attorney, determines to be necessary and appropriate to protect the interests of the City, including any necessary changes to the legal description of the Premises, as long as such changes do not materially increase the size or change the character of the Premises leased. Packet Pg. 112 -3- Introduced, considered favorably on first reading, and ordered published this 6th day of March, A.D. 2018, and to be presented for final passage on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 113 Agenda Item 9 Item # 9 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Tawnya Ernst, Real Estate Specialist III Nicole Hahn, Civil Engineer II Ingrid Decker, Legal SUBJECT First Reading of Ordinance No. 040, 2018, Declaring Certain City-Owned Property at Arapaho Bend Natural Area as Road Right-of-Way. EXECUTIVE SUMMARY The purpose of this item is to convert approximately 0.105 acres of Arapaho Bend Natural Area to road right- of-way. The City intends to construct road and intersection improvements, relocate utilities, and fully signalize the intersection of Harmony Road and Strauss Cabin Road. The project will install southbound left and right turn lanes, pork chop islands, and Americans with Disabilities Act (ADA) accessible sidewalk connections. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION The road right-of-way/intersection project is being directed by the City Engineering Department. Signalization of the intersection and geometric improvements are needed to address additional traffic anticipated from the Harmony 23 development currently under construction at the southwest corner of Harmony and Strauss Cabin Roads. The development will construct the infrastructure improvements on the southern half of the intersection. Due to complexities on the north side of the intersection that were out of the project scope for the development, the City has partnered with the developer to complete the intersection improvements and ensure the ultimate buildout of the signal is installed. The project will be funded out of the Capital Expansion Fee program. Arapaho Bend Natural Area fronts both the northwest and northeast quadrants of the intersection. The City’s portion of the project is in the final design phase and is currently estimated to begin construction in April. A pedestrian crossing will be installed to connect residents south of Harmony to Arapaho Bend Natural Area and the Poudre River Trail. Engineering and Natural Areas staff are coordinating on signage to direct flow of pedestrian and vehicle traffic to the Natural Area and the Poudre River Trail. Two current light poles will be replaced with updated fixtures that will minimize light pollution while still providing safe passage for pedestrians. Light and Power Utility currently has facilities within the existing public right-of-way. Conduits have previously been stubbed to the site but Utilities delayed the remainder of its work to coordinate with Engineering on the intersection project. All facilities, except a 36-inch-steel manhole cover, will be below ground. The facilities will include two 10-foot x 10-foot vaults that serve as a junction vault for primary cables. The duct banks consist of 16 5-foot conduits and four 2-inch conduits. Utilities will be installing conduit, cable and vaults later this spring. 9 Packet Pg. 114 Agenda Item 9 Item # 9 Page 2 The infrastructure will be used to provide electric capacity to the surrounding area. Also as a result of this intersection improvement, three existing aboveground electric power lines will be undergrounded. Arapaho Bend was acquired in several transactions between 1995 and 2011. The property was acquired with City Natural Areas sales tax money. Natural Areas staff worked closely with Engineering to minimize impacts to the site and to identify opportunities to improve the ecological condition in this area. Engineering will conduct additional bird surveys to ensure avoidance of nests during construction. A wetland delineation of the site was conducted and all wetlands will be avoided. In addition, no trees will be removed. Existing street lamps will be upgraded to a more ecologically friendly design and existing overhead electric lines will be buried. Finally, all areas disturbed by construction activities will be restored to native vegetation. The area to be impacted by the project is dominated by smooth brome and will be re-seeded with native grass and wildflower seed mix. Rabbitbrush will be incorporated as well. In addition to ecological based activities, Engineering is working with Natural Areas to improve way finding from this intersection to the Poudre River Trail and to incorporate native vegetation into the urban design elements of the intersection. CITY FINANCIAL IMPACTS There is no financial impact to Natural Areas from this project. Engineering will pay the Natural Areas Department $1,558 ($0.34/square foot for 4,583.27 square feet) for the value of the right-of-way and reimburse Natural Areas for staff time involved in the project. BOARD / COMMISSION RECOMMENDATION At its February 14, 2018, meeting, the Land Conservation Stewardship Board unanimously voted to recommend City Council approve the dedication of road right-of-way for the Strauss Cabin intersection improvements. ATTACHMENTS 1. Vicinity Map (PDF) 2. Easment Utility Alignment (PDF) 3. Land Conservation and Stewardship Board minutes, February 14, 2018 (draft) (PDF) 9 Packet Pg. 115 Arapaho Bend Natural Area (Strauss Cabin/Harmony Rd. intersection location) Arapaho Bend Natural Area Strauss Cabin/Harmony Rd intersection Harmony Road Strauss Cabin Road Attachment 1 9.1 Packet Pg. 116 Attachment: Vicinity Map (6507 : Arapaho Bend Right-of-Way Dedication) ATTACHMENT 29.2 Attachment: Easment Utility Alignment (6507 : Arapaho Bend Right-of-Way Dedication) 9.2 Attachment: Easment Utility Alignment (6507 : Arapaho Bend Right-of-Way Dedication) Land Conservation & Stewardship Board February 14, 2018 Minutes Excerpt Notice of Alignment on Arapaho Bend Natural Area Tawnya Ernst, Real Estate Specialist, introduced a Right of Way and Notice of Alignment request at the intersection of Harmony and Strauss Cabin Road. At the southwest intersection there will be a new development going in that is prompting signalization of that intersection. The project will construct road and intersection improvements, utility relocations, and fully signalize the intersection of Harmony Road and Strauss Cabin. Tawnya explained the positive things will be the update of the current street lights to minimize light pollution, a pedestrian crossing to connect new resident south of the intersection to the natural area safely and the current three powers lines will be placed underground. Disturbed areas will be reseeded to native vegetation. In addition to the RO, for the road improvements and Notice of Alignment for the underground power, there is a 348-square foot drainage alignment. Discussion: According to the memorandum, the Utilities Department would be installing conduit, cable and vaults later this Spring. Vicky was angry that the Board was just hearing of this proposed easement and felt there wasn’t enough time to appropriately address the project. She asked how we could get other city departments to give enough time for the board to consider issues such as this that impact natural areas. She would like to see NAD send out a memo to other departments requesting an appropriate amount of time for the board to address these projects. Daylan reminded board members that the light and power portion of this project was presented to the board last summer, and at that time NAD was unaware of the full construction project. Some board members were alright with the easement and felt the design minimized environmental impacts and felt confident that NAD was taking the appropriate steps to ensure minimal impact to the area. Safety was also a concern, with the new development and increased capacity, however some board members felt it was yet another opportunity for the city to continue to nibble away at our natural areas. Overall, board members would like more time to review these types of requests and have the opportunity to provide feedback. Mark reminded board members that the City has a Master Street Plan and that NAD must continue to support that plan. Unfortunately, NAD just happened to purchase thousands of acres of land along future arterial roads. ATTACHMENT 3 9.3 Packet Pg. 119 Attachment: Land Conservation and Stewardship Board minutes, February 14, 2018 (draft) (6507 : Arapaho Bend Right-of-Way Dedication) Edward Reifsnyder made a motion that the Land Conservation & Stewardship Board recommend that City Council approve declaration of a certain portion of City-owned Property on Arapaho Bend Natural Area as road right-of-way. In addition, the Land Conservation and Stewardship Board recommend that the City Manager approve a Notice of Alignment for installation of light and power infrastructure and for drainage on Arapaho Bend Natural Area. Marcia Patton-Mallory seconded the motion. The motion was unanimously approved. 9.3 Packet Pg. 120 Attachment: Land Conservation and Stewardship Board minutes, February 14, 2018 (draft) (6507 : Arapaho Bend Right-of-Way Dedication) -1- ORDINANCE NO. 040, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS DECLARING CERTAIN CITY-OWNED PROPERTY AT ARAPAHO BEND NATURAL AREA AS ROAD RIGHT-OF-WAY WHEREAS, the City owns a parcel of property located at the northwest and northeast corners of the intersection of Harmony Road and Strauss Cabin Road known as Arapaho Bend Natural Area (the “Property”); and WHEREAS, the City’s Engineering Department is working on a project to signalize the intersection and make other improvements to accommodate additional vehicular and pedestrian traffic anticipated at the intersection due to new development (the “Project”); and WHEREAS, to accommodate the Project, Engineering is seeking to convert approximately .105 acres of the Property to road right-of-way; and WHEREAS, the portions of the Property to be designated as right-of-way are more specifically described on Exhibits “A-1” and “A-2”, attached hereto and incorporated herein by this reference; and WHEREAS, to establish a public record that this portion of the Property is intended for use by the City as right-of-way for a public roadway and related improvements, including without limitation public utilities, pedestrian, transit and bicycle access and improvements, landscaping, and such other related purposes as may now or in the future be determined appropriate, staff recommends that the City Council declare such property to be right-of-way; and WHEREAS, converting property owned by the City in fee simple to right-of-way constitutes a conveyance of an interest in such property, as doing so creates certain public rights in the property that would not otherwise exist on City-owned property; and WHEREAS, because the Property was purchased with dedicated Natural Areas tax proceeds, the Engineering Department will pay the Natural Areas Department $1,558 for the value of the portion of the Property being converted to right-of-way, and compensation for staff time spent on the Project; and WHEREAS, the Project will also benefit Natural Areas by installing a pedestrian crossing to connect residents living south of Harmony Road to the Property and signage to help direct pedestrian and vehicular traffic to the Property, undergrounding power lines that are currently overhead, and upgrading existing street lamps to a more ecological design; and WHEREAS, at its regular meeting on February 14, 2018, the Land Conservation and Stewardship Board voted to recommend that the City Council approve the dedication of road right-of-way for the Project; and Packet Pg. 121 -2- WHEREAS, Section 23-111(a) of the City Code authorizes the City Council to sell, convey or otherwise dispose of any interests in real property owned by the City, provided the City Council first finds, by ordinance, that such sale or other disposition is in the best interests of the City. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby declares that the real property described on Exhibits “A-1” and “A-2” shall constitute right-of-way for City streets and related improvements, including without limitation public utilities, pedestrian, transit and bicycle access and improvements, landscaping, and such other related purposes as may now or in the future be determined appropriate, and hereby finds that such declaration is in the best interests of the City. Section 3. That the City Clerk shall cause this Ordinance to be recorded in the real property records of the Larimer County Clerk and Recorder’s office once the Ordinance becomes effective in accordance with Article II Section 7 of the City Charter. Introduced, considered favorably on first reading, and ordered published this 6th day of March, A.D. 2018, and to be presented for final passage on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 122 C:\Users\idecker\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\82LFCSV8\20170728ROW-SE (002).doc Page 1 of 2 EXHIBIT A-1 PARCEL DESCRIPTION A parcel of land, being part of that parcel described in that Warranty Deed (WD) recorded January 23, 1995 as Reception No. 19950004228 of the Records of the Larimer County Clerk and Recorder, located in the Southeast Quarter (SE1/4) of Section Thirty-three (33), Township Seven North (T.7N.), Range Sixty- eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more particularly described as follows: COMMENCING at the Southeast corner of said Section 33 and assuming the East line of the Southeast Quarter of the Southeast Quarter (SE1/4SE1/4) of said Section 33 as bearing North 00°07’49” East being a Grid Bearing of the Colorado State Plane Coordinate System, North Zone, North American Datum 1983/2011, a distance of 1323.51 feet and with all other bearings contained herein relative thereto; THENCE North 00°07’49” East along said East line a distance of 150.00 feet; THENCE North 88°16’11” West a distance of 30.01 feet to the Southeast corner of said WD and the POINT OF BEGINNING; THENCE North 88°16’11” West along the South line of said WD and along the North Right of Way line of Harmony Road a distance of 43.11 feet; THENCE North 24°50’49” East a distance of 103.06 feet to the East line of said WD and to the West Right of Way line of Strauss Cabin Road; THENCE South 00°07’49” West along said East line a distance of 94.82 feet to the POINT OF BEGINNING. Said described parcel of land contains 2,043 Square Feet or 0.047 Acres, more or less (±). SURVEYOR’S STATEMENT I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel Description was prepared under my personal supervision and checking, and that it is true and correct to the best of my knowledge and belief. PRELIMINARY ___________________________________________________________ Steven Parks - on behalf of King Surveyors Colorado Licensed Professional Land Surveyor #38348 KING SURVEYORS 650 East Garden Drive Windsor, Colorado 80550 (970) 686-5011 1 Packet Pg. 123 Attachment: Exhibit A-1 (6510 : Arapaho Bend Right-of-Way Dedication ORD) -1 1 Packet Pg. 124 Attachment: Exhibit A-1 (6510 : Arapaho Bend Right-of-Way Dedication ORD) C:\Users\idecker\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.Outlook\82LFCSV8\20170728ROW-SW (002).doc Page 1 of 2 EXHIBIT A-2 PARCEL DESCRIPTION A parcel of land, being part of that parcel as described in that Quit Claim Deed (QCD) recorded August 25, 2009 as Reception No. 20090059093 of the Records of the Larimer County Clerk and Recorder, located in the Southwest Quarter (SW1/4) of Section Thirty-four (34), Township Seven North (T.7N.), Range Sixty-eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), City of Fort Collins, County of Larimer, State of Colorado and being more particularly described as follows: COMMENCING at the Southwest corner of said Section 34 and assuming the West line of the Southwest Quarter of the Southwest Quarter (SW1/4SW1/4) of said Section 34 as bearing North 00°07’49” East being a Grid Bearing of the Colorado State Plane Coordinate System, North Zone, North American Datum 1983/2011, a distance of 1323.51 feet and with all other bearings contained herein relative thereto; THENCE North 00°07’49” East along said West line a distance of 150.01 feet; THENCE South 89°32’39” East a distance of 30.00 feet to the Southwest corner of said QCD and to the POINT OF BEGINNING; THENCE North 00°07’49” East along the West line of said QCD and along the East Right of Way line of Strauss Cabin Road a distance of 204.36 feet; THENCE South 04°59’56” East a distance of 128.22 feet; THENCE South 10°19’41” East a distance of 43.18 feet; THENCE South 27°53’33” East a distance of 27.60 feet; THENCE South 89°32’39” East a distance of 20.71 feet; THENCE South 00°27’21” West a distance of 10.00 feet to the South line of said QCD; THENCE North 89°32’39” West along said South line and along the North Right of Way line of Harmony Road a distance of 52.93 feet to the POINT OF BEGINNING. Said described parcel of land contains 2,540 Square Feet or 0.058 Acres, more or less (±). SURVEYOR’S STATEMENT I, Steven Parks, a Colorado Licensed Professional Land Surveyor do hereby state that this Parcel Description was prepared under my personal supervision and checking, and that it is true and correct to the best of my knowledge and belief. ___________________________________________________________ Steven Parks - on behalf of King Surveyors Colorado Licensed Professional Land Surveyor #38348 KING SURVEYORS 650 East Garden Drive Windsor, Colorado 80550 (970) 686-5011 2 Packet Pg. 125 Attachment: Exhibit A-2 (6510 : Arapaho Bend Right-of-Way Dedication ORD) -2 2 Packet Pg. 126 Attachment: Exhibit A-2 (6510 : Arapaho Bend Right-of-Way Dedication ORD) Agenda Item 10 Item # 10 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Tawnya Ernst, Real Estate Specialist III Mark Sears, Natural Areas Manager Ingrid Decker, Legal SUBJECT First Reading of Ordinance No. 041, 2018, Authorizing the Conveyance of an Electric Line Easement on City Property at Soaring Vista Natural Area to the City of Loveland. EXECUTIVE SUMMARY The purpose of this item is to authorize conveyance of an electric line easement to the City of Loveland on Soaring Vista Natural Area. The line is an extension of a project approved by City Council in August 2016 on the Northern Colorado Regional Airport property. The electric utility line currently extends from Loveland’s Crossroads Substation at Boyd Lake Road north to County Road 30. The underground utility line is intended to extend east along County Road 30 to Interstate 25. The expanded utility service is needed to serve growing development in the area. The 25- foot wide easement will run under the Natural Area for approximately 688 linear feet - totaling 17,204 square feet or 0.40 acres. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION The City of Loveland Power division is proposing a duct bank of nine 6-inch conduits for its electric transmission line. The goal of the project is to extend the electric backbone (600A cable) from Loveland’s Boyd Lake substation to a switch located just west of Fairgrounds Avenue. Wherever the duct bank is bored, it will be completed using a 36-inch diameter bore, consisting of the duct package and a spacer used to maintain separation of the conduits. Normally these utilities would be placed in the road right-of-way, however, County Road 30 has not been built to its ultimate width. Loveland assessed four potential alignments, including two south of County Road 30. Unfortunately, the location of the Louden Ditch and other existing utilities precluded those two options. An additional northern alignment would have required a diagonal bore across County Road 30 and open trenching. This was not considered desirable. The selected option, which crosses the Soaring Vista Natural Area (Attachment 1), has the least impact and will include a directional bore under the Natural Area to Mountain Range Shadows subdivision to the east (Attachment 2). No aboveground disturbance to the Natural Area is anticipated. Construction is estimated to begin in June 2018. Minimal to no impact is anticipated from the project to the Natural Area, given that the line is to be bored under the property. However, if the project generates unexpected surface disturbance, all areas impacted by the proposed project will be restored as outlined in Natural Area Department’s Resource Protection Standards. 10 Packet Pg. 127 Agenda Item 10 Item # 10 Page 2 Existing vegetation not otherwise avoided by boring is dominated by non-native grasslands that have minimal resource value. Restoration of the alignment will utilize only native grasses and forbs. CITY FINANCIAL IMPACTS There is no financial impact to Natural Areas from this project. The City of Loveland will pay the Natural Areas Department $2,753 ($0.16/square foot for 17,204 square feet) for the value of the easement and reimburse Natural Areas for staff time involved in the project. BOARD / COMMISSION RECOMMENDATION At its February 14, 2018, meeting, the Land Conservation Stewardship Board voted unanimously to recommend City Council approve the conveyance of the electric line easement to the City of Loveland. ATTACHMENTS 1. Vicinity Map (PDF) 2. Land Conservation and Stewardship Board minutes, February 14, 2018 (draft) (PDF) 10 Packet Pg. 128 Soaring Vista Natural Area Fort Collins- Loveland Airport Location of underground electric line Fossil Creek Reservoir Soaring Vista Natural Area City of Loveland Proposed Electric Line Location Attachment 1 10.1 Packet Pg. 129 Attachment: Vicinity Map (6508 : Soaring Vista Natural Area) Land Conservation & Stewardship Board February 14, 2018 Minutes Excerpt Easement Request for buried utilities across Soaring Vista Natural Areas Tawnya Ernst, Real Estate Specialist, reported that the City of Loveland came to NAD, early last fall and asked for an electric, underground easement across Soaring Vista. The electrical utility line is an extension of a project approved by City Council in 2016 on the Northern Colorado Regional Airport property. The last portion of the line will go all the way east along CR 30 to I25. This easement will assist in the need to serve a growing development in the area. Tawnya explained to board members exactly where the easement would go. The impacts should be minimal, with a couple of surface level vaults on adjoining property but with no surface impacts to the Natural Area. Tawnya explained that NAD will receive $2,752.64 for the value of the easement and a $1,500.00 administrative fee for the easement, which is a typical charge for these types of requests. Discussion: Andrea mentioned the bank was 10’ and asked why the developers were asking for 25’. Daylan explained that if they need to come back, in the future, to repair the bank and need to dig it up, they can. It also provides a safety buffer around the bank that has the conduit in it. Daylan explained the 25’ was pretty standard for an electric easement. Daylan explained the area is an agricultural field and that NAD is in the process of restoring it back to grass. He explained that it’s unlikely that there will be a surface impact but if there is, then restoration would include native grasses and forbs. Right now, we are in the process of converting it back to natural vegetation. This is a potential long-term hay source for our bison. This property, will continue to be managed as a farm. Vicky McLane made a motion that the Land Conservation and Stewardship Board recommend that City Council approve conveyance of a utility easement to the City of Loveland on Soaring Vista Natural Area. Marcia Patton -Mallory seconded the motion. The motion was unanimously approved. ATTACHMENT 2 10.2 Packet Pg. 130 Attachment: Land Conservation and Stewardship Board minutes, February 14, 2018 (draft) (6508 : Soaring Vista Natural Area) -1- ORDINANCE NO. 041, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS AUTHORIZING THE CONVEYANCE OF AN ELECTRIC LINE EASEMENT ON CITY PROPERTY AT SOARING VISTA NATURAL AREA TO THE CITY OF LOVELAND WHEREAS, the City of Fort Collins owns property located in southeast Fort Collins known as Soaring Vista Natural Area (the “Property”); and WHEREAS, the City of Loveland (“Loveland”) wishes to construct a duct bank for an electric transmission line connecting the Boyd Lake substation to a switch just west of Fairgrounds Avenue (the “Project”) by boring under the Property for approximately 668 feet, and is requesting an easement from the City to complete this work; and WHEREAS, the location of the proposed electric line easement, totaling .4 acres, is more particularly described in Exhibit “A”, attached and incorporated herein by reference (the “Easement”); and WHEREAS, the Easement would be 25 feet in width and run along the south edge of the Property directly adjacent to the right-of-way for County Road 30; and WHEREAS, Loveland would pay the Natural Areas Department $2,752.64 for the value of the easement and reimburse the Department for staff time involved in processing this request; and WHEREAS, the Project should have minimal to no impact on the surface of the Property, and Loveland would restore any disturbed areas in compliance with the Natural Areas Department’s Resource Protection Standards; and WHEREAS, the Land Conservation and Stewardship Board, at its regular meeting on February 14, 2018, voted to recommend the City Council approve conveying the Easement to Loveland; and WHEREAS, Section 23-111(a) of the City Code authorizes the City Council to sell, convey or otherwise dispose of any interest in real property owned by the City, provided that the City Council first finds, by ordinance, that such sale or other disposition is in the best interests of the City. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby finds that the City’s conveyance of the Easement to Loveland as provided herein is in the best interests of the City. Packet Pg. 131 -2- Section 3. That the Mayor is hereby authorized to execute such documents as are necessary to convey the Easement to Loveland on terms and conditions consistent with this Ordinance, together with such additional terms and conditions as the City Manager, in consultation with the City Attorney, determines are necessary or appropriate to protect the interests of the City, including, but not limited to, any necessary changes to the legal descriptions of the Easement, as long as such changes do not materially increase the size or change the character of the interest to be conveyed. Introduced, considered favorably on first reading, and ordered published this 6th day of March, A.D. 2018, and to be presented for final passage on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 132 EXHIBIT “A” PROPERTY DESCRIPTION A strip of land for easement purposes, being a portion of that parcel of land as described in Special Warranty Deed recorded on October 2, 2015 at Reception No. 20150065994 within the records of Larimer County, situate in the West Half (W1/2) of Section Twenty-two (22), Township Six North (T.6N.), Range Sixty-eight West (R.68W.) of the Sixth Principal Meridian (6th P.M.), County of Larimer, State of Colorado, being more particularly described as follows: The South Twenty-five (25) feet of that parcel of land as described in said Special Warranty Deed. Said strip of land contains 17,204 Sq. Ft. (0.40 Acres), more or less (+/-), and is subject to any rights-of-way or other easements of record as now existing on said described strip of land. SURVEYORS CERTIFICATE I, Jason S. Allee, a Colorado Licensed Professional Land Surveyor do hereby state that this Property Description was prepared by me or under my personal supervision and checking, and that it is true and correct to the best of my knowledge and belief. SHEET 1 of 3 _____________________________________________________ Jason S. Allee – on behalf of Lat40°, Inc. Colorado Licensed Professional Land Surveyor #38479 Lat40°, Inc. Professional Land Surveyors 6250 W. 10th Street, Unit #2 Greeley, CO 80634 (970) 515-5294 Packe COUNTY ROAD 30 25' UTILITY EASEMENT 12,500 Sq. Ft. (0.29 Acres) - 500.00 L.F. EXHIBIT "A" Lat40 , Inc. 6250 W. 10th Street, Unit 2, Greeley, CO 970-515-5294 UTILITY EASEMENT Packe COUNTY ROAD 30 25' UTILITY EASEMENT 4,704 Sq. Ft. (0.11 Acres) - 188.17 L.F. EXHIBIT "A" Lat40 , Inc. 6250 W. 10th Street, Unit 2, Greeley, CO 970-515-5294 UTILITY EASEMENT Packe Agenda Item 11 Item # 11 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Martina Wilkinson, Civil Engineer Joe Olson, City Traffic Engineer Brad Yatabe, Legal SUBJECT Resolution 2018-020 Removing the Condition Regarding Blockage of the Roadway Connection Contained in Resolution 2016-019 Regarding the Appeal of Capstone Cottages Project Development Plan, PDP 14004. EXECUTIVE SUMMARY The purpose of this item is to seek approval by Council of the removal of barriers in order to allow one-way southbound vehicular traffic via a connection built by Capstone Cottages apartment project. The connection is currently restricted to bikes/pedestrians unless further action is taken by Council. 42% of the households have provided input with 74% in support of opening the connection for vehicles. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION The Andersonville/San Cristo neighborhoods currently have vehicular access only from 9th Street/Lemay Avenue. The predominant travel patterns for the neighborhood is to/from the south, resulting in residents experiencing long delays in making left turns out of the neighborhood during peak periods, or during times impacted by trains. With the construction of the Capstone Cottages apartment complex immediately south of the neighborhood, staff worked with the developers to include a connection which would provide the neighborhood with an alternate exit to Lincoln Avenue. During the approval hearing, a resident provided public comment in opposition to the connection. The hearing officer approved the apartment complex without the connection. The project was subsequently appealed to Council (for reasons not related to the connection). During the appeal hearing, Councilmembers inquired about the connection and expressed interest in having it constructed. In upholding the project’s approval, Council added a stipulation that the connection be built by the Capstone development, but that it be secured with bollards to restrict vehicular movement unless and until further Council action stating otherwise occurs. The connection was built in 2017 and is currently restricted to bike and pedestrian usage. City staff has received a number of requests from the neighborhood to open the connection, with several residents expressing a sense of urgency in getting it open. Staff completed an outreach process to each household to determine the majority interest (see details below). Forty-two percent (42%) of households provided input, with 74% of them supporting the opening of the connection. A large majority is in favor of removing the bollards although this sentiment is not unanimous (17% are opposed to the opening). CITY FINANCIAL IMPACTS There is no financial impact to the City due to this decision. 11 Packet Pg. 136 Agenda Item 11 Item # 11 Page 2 PUBLIC OUTREACH Beginning in late fall 2017, a targeted outreach effort was undertaken to determine the majority interests in the neighborhood. Mailers in both English and Spanish were sent to every household asking for input regarding the connection. Responses could be provided online, in the mail, or by phone. Flyers were placed in three locations in the neighborhood encouraging people to respond. A follow up mailer was sent to those households that had not yet responded. Ultimately, 42 households out of 99 provided input. Of the households that responded, 74% want the connection opened to southbound traffic exiting the neighborhood, 17% do not want the connection opened, and 10% have no strong opinion. Many written comments were also received, and are provided. (Attachment 3) While acknowledging that the input is not unanimous, a strong majority (more than 4 to 1) would like to see it opened. ATTACHMENTS 1. Mapping and Photos (PDF) 2. Postcard mailer (PDF) 3. Poll Results and Comments (PDF) 11 Packet Pg. 137 Mapping and Photos 9th St / Lemay Ave Avenue Vine Dr Buckingham Lincoln Ave Andersonville / San Cristo Existing Access Points New Connection Looking north Looking south Capstone Apartments ATTACHMENT 1 11.1 Packet Pg. 138 Attachment: Mapping and Photos (6511 : Andersonville-San Cristo to Duff Drive) City of Fort Collins PO Box 580 Fort Collins, CO 80522 Neighborhood Feedback SURVEY 1. Password _______________________ 2. Are you familiar with the potential street connection? T Yes T No 3. Should the roadway connection open? TYes, open the connection TNo, do not open the connection TI neither support nor oppose the connection opening/no strong feelings. Comments: _____________________________ _______________________________________ _______________________________________ _______________________________________ _______________________________________ _______________________________________ _______________________________________ _______________________________________ Would you like to take this poll over the phone or online? Save your household password and call 970-221-6264 or email abierbower@fcgov.com. Fill it out online at: bit.ly/stconnection. PLEASE DETACH AND MAIL IN THIS HALF. ENCUESTA 1. Contraseña _________________________ 2. ¿Está familiarizado con el posible cambio de camino entre las calles? T Sí T No 3. ¿Debemos cambiar el camino peatonal para acceso vehicular? T Sí, cambie la conexión T No, no cambie la conexión T Ni apoyo ni me opongo al cambio del camino /no hay sentimientos fuertes. Comentarios: _____________________________ ________________________________________ ________________________________________ ________________________________________ ________________________________________ ________________________________________ ________________________________________ ¿Le gustaría completar esta encuesta por teléfono o en línea? Guarde la contraseña del hogar y llame a 970-221-6264 o por correo electrónico abierbower@fcgov.com. Llene el formulario en línea: bit.ly/stconnection. O FAVOR DE ENVIAR ESTA MITAD DE LA POSTAL POR CORREO. RESIDENTES DEL VECINDARIO, SE BUSCA SUS COMENTARIOS. ATTACHMENT 2 11.2 Packet Pg. 1 Annie Bierbower, Communications City of Fort Collins PO Box 580 Fort Collins, CO 80522 SHOULD THE ROADWAY CONNECTION OPEN? A roadway connection has been completed from the corner of Buckingham Street and 10th Street to Duff Drive on the north side of Capstone Cottages. It is currently for bike and pedestrian use only. City Council needs neighborhood feedback on whether the neighborhood supports opening the connection for vehicular traffic. The one-way connector would run south and create an alternate exit and access to Lincoln Avenue and the traffic signal at Lemay/Lincoln. Please complete the short poll on the postage paid half of this postcard and mail it back. Household Password _______________________ ¿DEBEMOS CAMBIAR EL CAMINO PEATONAL PARA ACCESO VEHICULAR? Se ha completado una conexión entre calles de tránsito desde la esquina de la calle Buckingham y la calle 10a hasta Duff Drive en el lado norte de Capstone Cottages. Actualmente se utiliza para la movilidad de bicicletas y peatones solamente. El Consejo de la Ciudad necesita perspectivas de los residentes del vecindario para saber si la opinión favorece la apertura de un camino de tránsito motorizado. El conector de un sentido correría al sur y crearía una salida alterna y con acceso a la Avenida Lincoln (y la señal de tránsito en Lemay/Lincoln). Favor de completar la breve encuesta en la otra mitad de esta postal y enviárnosla por correo sin costo para Ud. Contraseña de su hogar ____________________________ City of Fort Collins PO Box 580 Fort Collins, CO 80522 NEW CONNECTION CONEXIÓN NUEVA 11.2 Packet Pg. 1 Page 1 of 4 Results of Neighborhood Poll for Street Connection Number of households: 99 A mailer in both English and Spanish was sent to each household. A follow up mailer was sent to each household that had not responded to the first mailer. Responses could be provided by mail, email, online, in person or phone. Ultimately, 42 out of 99 households provided input. Results: 1. Are you familiar with the potential street connection? ¿Está familiarizado con el posible cambio de camino entre las calles? 2. Should the roadway connection open? ¿Debemos cambiar el camino peatonal para acceso vehicular? 100% Yes 10% No Strong Feelings 17% No 74% Yes ATTACHMENT 3 11.3 Packet Pg. 141 Attachment: Poll Results and Comments (6511 : Andersonville-San Cristo to Duff Drive) Page 2 of 4 Additional Comments Provided It would be really nice to have a different way to leave the neighborhood especially during rush hours when it is so hard to turn left on Lemay. Also when there is a train and traffic is backed up to Lincoln it would be great to have a different way to get to the neighborhood. It would help tremendously to have that roadway connection open to vehicular traffic. It is extremely difficult to go south on Lemay from our neighborhood especially during traffic hours in the morning and evening. This would relief that problem for us! Please! :) AND Thank you for Asking. :) no comments WE NEED THE ALTERNATIVE EXIT FROM THE NEIGHBORHOOD. CROSSING 9TH STREETS IS COMPLETELY UNSAFE FROM THE SAN CRISTO & ANDERSONVILLE NEIGHBORHOODS. PLEASE OPEN THE ROAD FOR EASY & SAFE TRAVEL FROM THE NEIGHBORHOOD. THANKS YOU! Please provide more information about the planned new road and bridge. There is no need for it and it would unnecessarily create more traffic on this nice quiet street. Traffic is awful , with all the new housing and businesses, we need more traffic management in this area. I approve of this plan; as long as it is a one-way exit to get out of our neighborhood. EGRESS FROM THE NEIGHBORHOOD WOULD BE MADE EASIER WITH THIS OPENING. THE SINGLE LANE ROAD NEXT TO IT COULD BE A PROBLEM, IF TRAFFIC FROM LEMAY TRIES REROUTING FOR A SHORT CUT. There needs to be some sort of digital speed sign, children at play or other cautionary street signs installed. Drivers who get frustrated with traffic will use the road and ignore safe driving in a residential neighborhood full of families. I'm not understanding why is a question now whether to open the road or not. This is a huge safety issue and the Andersonville/Via Lopez neighborhoods were told the outlet to the South would be open soon. We've been patiently waiting even as traffic issues continue to rise. We risk our lives every day, multiple times a day dodging out in front of cars who repeatedly will not stop to allow us a break to escape. PLEASE, open the roadway soon. Our safety is at a high risk level. We have elderly folks who cannot see the oncoming traffic and they are afraid to attempt to leave. I am concerned they won't submit the Survey. What more can we do to ensure the road will open? Please, please let us know what we can do to make this happen before we are further challenged by snow and ice. Thank you for your consideration! 11.3 Packet Pg. 142 Attachment: Poll Results and Comments (6511 : Andersonville-San Cristo to Duff Drive) Page 3 of 4 With the horrible traffic on Lemay and Lincoln this would be one small way that you could at least get around if the traffic was backed up due to a train Concerned about additional through in neighbhorhood If this does not open what will the next plan be to help improve safety in the neighborhood. Open the connection one way only. My only opposition would be to not open it & put a traffic light at Buckingham/Lemay so we can get out/in to our neighborhood. As a resident, I'm concerned about additional traffic thru our streets with people that don't live in this neighborhood. Funding to tell people is definitely going to discourage people to use this highway. It is so terribly congested on Lemay Ave. At times it is nearly impossible to get out of our neighborhood (Andersonville) to go south on 9th/Lemay. It will bring a bit of relief opening this one way connection. Lived in neighborhood for 18 years. Can take anywhere from 20 to 40 minutes to get out of the neighborhood. I have works and kids that need to get places. It is only getting worse. This would be amazing. Really needs to be opened sometimes I sit for five minutes trying to get out on to Lemay. We need something to help us get out more easily. We have told you many times that our popular park is only 1/2 blk from said intersection. Thru traffic puts our children at risk. W don't want a shortcut to Walmart. We want our neighborhood left safe and intact. We voted on this before. Quit making new elections & build the bypass at (illegible word) expense as planned 10 years ago! Are you kidding we can not even get out now! How will this affect the new Lemay future plan? Will 10th st cross over to allow access south? What does mitigation behind Via Lopez Look like 100 yards hopefully from the neighborhood back fence Grass Trees sidewalks? Our concern is noise and air pollution deteriorating neighborhoods quality of life? Will their be noise and air quality test? Overpass may create a larger homeless population increasing the amount of crime and illegal activity. Neighborhood needs mitigation minimum 100 yards What does lighting on that street look like? Need all current access in all directions. Will this eliminate any access North ,South, & West? City seems to want to Box in our 3 neighborhoods Bad idea ! Need to keep all directions open for emergency vehicles It puts us all and our children and Elderly at a safety risk for all our families. Slowing down ambulance and fire fighter response as well as Police 11.3 Packet Pg. 143 Attachment: Poll Results and Comments (6511 : Andersonville-San Cristo to Duff Drive) Page 4 of 4 Only concern would be the amount of increased traffic an cars speeding through neighborhood. People tend to fly around the corner when entering from Lemay as it is. Could the be a speed limit sign installed to lower that risk? Open the connection ASAP! Not sure why our traffic issue hasn't been resolved or even looked at. We need speed bumps 1st intalled in the whole neighborhood cause once Lemay find out that we have opening a lot of traffic that my only "Fear" cause we a quiet neighborhood a lot of our kids in the neighborhood group together play football, ride bikes. I've lived here my whole life and never had a problem to get out of our neighborhood but now traffic is so bad to get our of our own neighborhood. Here in Andersonville it's sad maybe we nee light for all 3 blocks. It's sad people can be so rude not give us a change to get onto Lemay it's so much traffic. Creo que seria de gran utilidad para las personas de este vecindario. gracias, Fam. Perez English Translation: I believe this would be of great usefulness to the people of this neighborhood. Thank you, Perez Family We really need it. Can't get out of our street on 9th. Trying to get our on Lemay 9th st is very dangerous. Vehicles block the streets. People ignore the signs. It would create too much traffic for the houses around the street connection from Lemay. 11.3 Packet Pg. 144 Attachment: Poll Results and Comments (6511 : Andersonville-San Cristo to Duff Drive) -1- RESOLUTION 2018-020 OF THE COUNCIL OF THE CITY OF FORT COLLINS REMOVING THE CONDITION REGARDING BLOCKAGE OF THE ROADWAY CONNECTION CONTAINED IN RESOLUTION 2016-019 REGARDING THE APPEAL OF CAPSTONE COTTAGES PROJECT DEVELOPMENT PLAN, PDP140004 WHEREAS, on February 16, 2016, the City Council heard the appeal of the hearing officer’s decision in the Capstone Cottages Project Development Plan, PDP140004; and WHEREAS, the City Council upheld the hearing officer’s decision with the modification that the following condition (“Condition”) be imposed as adopted on March 1, 2016, in Resolution 2016-019: That based on the evidence in the record and presented at the Council Hearing, the Decision is hereby modified by eliminating the condition described as condition “c” in the Administrative Approval (which requires removal of the roadway connection between the PDP and the Andersonville neighborhood to the north of the PDP from the PDP, leaving a trail connection only), and by requiring bollards be installed as part of the construction of said roadway connection, not to be removed without further Council action. ; and WHEREAS, the roadway connection (“Connection”) that is the subject of the Condition was constructed in 2017 and runs from the corner of Buckingham Street and 10 th Street to Duff Drive on the north side of the Capstone Cottages development; and WHEREAS, the Connection is a public street, has been blocked to vehicular traffic pursuant to the Condition since construction, and would allow one-way traffic to travel south out of the Andersonville/San Cristo neighborhoods; and WHEREAS, after receiving requests to review opening the connection and conducting public outreach to the Andersonville/San Cristo neighborhoods, the neighborhoods that would be most directly affected by the opening of the Connection, City staff is recommending that vehicular traffic be allowed to utilize the Connection; and WHEREAS, on this date, the Council held a public hearing after providing notice to residents in the vicinity of the Connection at which staff and the public addressed the Council; and WHEREAS, based upon the testimony and evidence provided, the City Council finds that opening the Connection to vehicular traffic is in the best interests of the citizens of Fort Collins. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Packet Pg. 145 -2- Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the Condition set forth in Resolution 2016-019 as noted above is hereby eliminated and the Connection shall be opened to vehicular traffic. Section 3. That removal of the Condition shall in no way prevent City staff from later exercising its discretion pursuant to its authorized powers to close, remove, or otherwise restrict or modify the Connection as future conditions and plans may warrant. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March, A.D. 2018. _________________________________ Mayor ATTEST: _____________________________ City Clerk Packet Pg. 146 Agenda Item 12 Item # 12 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Judge Kathleen M. Lane, Chief Judge Ingrid Decker, Legal SUBJECT Items Relating to Appointing Temporary Judges and Authorizing the Execution of Employment Agreements. EXECUTIVE SUMMARY A. Resolution 2018-021 Appointing Lisa D. Hamilton-Fieldman as Temporary Judge and Authorizing the Execution of an Employment Agreement. B. Resolution 2018-022 Appointing David Ayraud as Temporary Judge and Authorizing the Execution of an Employment Agreement. The purpose of this item is to appoint Lisa D. Hamilton-Fieldman and David Ayraud as temporary judges to hear civil cases filed in Fort Collins Municipal Court. The City Charter provides for the appointment of temporary judges to serve as City Council determines is necessary. Chief Judge Kathleen M. Lane recommends that Ms. Hamilton-Fieldman and Mr. Ayraud be appointed as Temporary Judges to handle such cases as assigned by the Chief Judge. STAFF RECOMMENDATION Staff recommends adoption of both Resolutions. BACKGROUND / DISCUSSION These Resolutions authorize the Mayor to execute employment agreements with Lisa D. Hamilton-Fieldman and David Ayraud, attorneys who are both reputable and qualified to serve as Temporary Judges for Fort Collins for the purpose of hearing civil cases filed in Municipal Court. The need for these appointments became clear in 2017 when the first civil case was filed in Municipal Court. Due to the current caseload and potential conflicts, it is not possible for the Chief Judge or the Assistant Municipal Judge to effectively handle such civil cases. Consequently, the Court advertised for interested, qualified attorneys to submit applications for the position of Temporary Judge. Interviews were held on February 23, 2018 with a panel which included Judge Lane, Court Administrator Patty Netherton, Deputy City Attorney John Duval, private attorney Jim Martell, and citizen representative Kathryn Dubiel. Based on the application materials, interviews, and input from the panel, Judge Lane now recommends that these two individuals be appointed. Appointing two Temporary Judges to hear civil cases will allow the Court some flexibility in handling more than one civil case at a time or if conflicts arise. Judge Lane has reviewed public records related to Ms. Hamilton-Fieldman and Mr. Ayraud’s status and reputation and has confirmed their good standing as attorneys in Colorado and their reputations and qualifications. 12 Packet Pg. 147 Agenda Item 12 Item # 12 Page 2 • Lisa Hamilton-Fieldman has been a licensed attorney for 30 years, serving in a variety of judicial roles, and is currently a part-time Magistrate for Denver County Court. • David Ayraud has been a licensed attorney for 20 years, has experience as a Hearings Officer, and is currently a Senior County Attorney for Larimer County. These resolutions appoint Ms.Hamilton-Fieldman and Mr. Ayraud for two-year terms, beginning March 15, 2018, and authorize the execution of employment agreements for that service. CITY FINANCIAL IMPACTS The proposed rate of pay is $100 per hour. This is consistent with the amount paid by many other Municipal Courts for their Assistant or Temporary Judges and is the same amount that the Court intends to request for Assistant Municipal Judge Ablao when her contract is renewed mid-2018. The Temporary Judges will serve on an occasional basis, when civil cases are filed. They will also provide some initial review and advice concerning the City’s current procedures relating to the filing and handling of civil cases. The expense for the services of the Temporary Judges, though unbudgeted for 2018, will be covered by the current Municipal Court budget unless future appropriation requests are made and approved by Council. ATTACHMENTS 1. Resume and Cover Letter - Lisa D. Hamilton-Fieldman (PDF) 2. Resume and Cover Letter - David Ayraud (PDF) 12 Packet Pg. 148 12.1 Packet Pg. 149 Attachment: Resume and Cover Letter - Lisa D. Hamilton-Fieldman (6502 : Municipal Court - Temporary Judge) 12.1 Packet Pg. 150 Attachment: Resume and Cover Letter - Lisa D. Hamilton-Fieldman (6502 : Municipal Court - Temporary Judge) 12.1 Packet Pg. 151 Attachment: Resume and Cover Letter - Lisa D. Hamilton-Fieldman (6502 : Municipal Court - Temporary Judge) 12.1 Packet Pg. 152 Attachment: Resume and Cover Letter - Lisa D. Hamilton-Fieldman (6502 : Municipal Court - Temporary Judge) 12.1 Packet Pg. 153 Attachment: Resume and Cover Letter - Lisa D. Hamilton-Fieldman (6502 : Municipal Court - Temporary Judge) 12.2 Packet Pg. 154 Attachment: Resume and Cover Letter - David Ayraud (6502 : Municipal Court - Temporary Judge) 12.2 Packet Pg. 155 Attachment: Resume and Cover Letter - David Ayraud (6502 : Municipal Court - Temporary Judge) 12.2 Packet Pg. 156 Attachment: Resume and Cover Letter - David Ayraud (6502 : Municipal Court - Temporary Judge) -1- RESOLUTION 2018-021 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPOINTING LISA D. HAMILTON-FIELDMAN AS TEMPORARY JUDGE AND AUTHORIZING THE EXECUTION OF AN EMPLOYMENT AGREEMENT WHEREAS, Article VII, Section 1 of the City Charter and City Code Section 2-493 allow the City Council to designate one or more reputable and qualified attorneys to serve as temporary judge(s) in addition to the Chief Judge and Assistant Municipal Judge(s); and WHEREAS, the City Council recognizes the need for temporary judge(s) to be appointed for the specific purpose of handling civil cases filed in Municipal Court; and WHEREAS, the Chief Judge has conducted a competitive selection process and evaluated the qualifications and suitability of several applicants; and WHEREAS, the Chief Judge has recommended that the Council appoint Lisa D. Hamilton-Fieldman as a reputable qualified attorney suitable for the role of temporary judge; and WHEREAS, the City Council recognizes that Lisa D. Hamilton-Fieldman is a reputable and qualified attorney; and WHEREAS, the City Council wishes to appoint Lisa D. Hamilton-Fieldman to serve in such capacity under the supervision of the Chief Judge. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That Lisa D. Hamilton-Fieldman is hereby appointed Temporary Judge, for a term beginning March 15, 2018, and ending March 14, 2020, to serve as a temporary judge for the City for civil cases filed in Municipal Court as assigned by the Chief Judge. Section 3. That the compensation to be paid by the City to Ms. Hamilton-Fieldman for serving in this capacity shall be at the rate of One Hundred Dollars ($100) per hour. Section 4. That the Mayor is hereby authorized to enter into an employment agreement in a form consistent with Exhibit “A” attached hereto and incorporated herein by this reference, for the period of March 15, 2018, and ending March 14, 2020, between the City and Lisa D. Hamilton-Fieldman to effectuate the purposes of this Resolution. Packet Pg. 157 -2- Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March, A.D. 2018. _________________________________ Mayor ATTEST: _____________________________ City Clerk Packet Pg. 158 Page 1 of 5 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into this ___ day of March, 2018, by and between the City of Fort Collins, hereinafter referred to as the “City,” and Lisa D. Hamilton-Fieldman, hereinafter referred to as the “Employee,” pursuant to these terms and conditions: WHEREAS, the City wishes to employ the services of the Employee as Temporary Judge and the Employee wishes to provide his/her services to the City in that capacity; and WHEREAS, pursuant to Resolution 2018-021, the City Council has approved of the appointment of Lisa D. Hamilton-Fieldman as Temporary Judge and has authorized the Mayor to enter into an Employment Agreement; and WHEREAS, the City and the Employee desire to provide for certain procedures, benefits, and requirements regarding the employment of the Employee by the City. NOW, THEREFORE, for and in consideration of the mutual covenants and promises herein contained, the City and the Employee do hereby agree to the following: 1. Scope of Services The City agrees to employ the Employee as Temporary Judge and the Employee agrees to perform all functions and duties as specified in the job description attached hereto as Exhibit “A” and incorporated herein by reference, and to perform such other duties as might be assigned. 2. Compensation The Employee shall be compensated at the regular rate of One Hundred Dollars ($100.00) per hour, less deductions and withholdings required by law, or authorized by Personnel Policies and Procedures, or authorized by the Employee. The Court Administrator, in coordination with the Employee, shall maintain and submit to the City a time sheet showing all hours worked prior to any payment therefor. All payments shall be made within thirty (30) days of receipt of said time sheet. This position shall be considered exempt for the purposes of the Fair Labor Standards Act and applicable state laws; accordingly, the Employee shall not be eligible for overtime pay. 3. Term of Employment (a) The term of this Agreement shall be from March 15, 2018, to and including March 14, 2020. Nothing contained in this Agreement shall preclude renegotiation of this Agreement prior to the expiration of its term. (b) It is understood and agreed to by the Employee that upon termination of this Agreement, either under this paragraph or under the provisions of Paragraph 4 hereof, the Employee EXHIBIT A 1 Packet Pg. 159 Attachment: Exhibit A (6501 : Municipal Court - Temporary Judge for Civil Cases Hamilton-Fieldman RESO) Page 2 of 5 shall not be entitled to any amount of additional compensation, as severance pay or otherwise, other than as provided in Paragraphs 2 and 6 of this Agreement. 4. Early Termination (a) Either party may terminate this Agreement at any time with or without cause prior to the expiration of the term hereof by providing written notice of termination to the other party at least fifteen (15) calendar days prior to the date of early termination. The City may, at its discretion, provide the Employee with fifteen (15) calendar days' compensation at his/her regular rate in lieu of such notice. Such notice shall be deemed effective upon personal delivery or as of the date of deposit into the United States mail, postage prepaid, addressed as follows: TO THE EMPLOYEE: Lisa D. Hamilton-Fieldman last known address on file with the Human Resources Department TO THE CITY: Fort Collins Municipal Court Chief Judge Kathleen M. Lane P.0. Box 580 Fort Collins, CO 80522 (b) The City has appropriated funds in the current fiscal year to meet the obligations of this Agreement through the current fiscal year. This Agreement shall terminate at the end of the City’s current fiscal year if the City does not, prior to the end of the current fiscal year, appropriate funds for the subsequent fiscal year with which to meet its obligation under this Agreement in the subsequent fiscal year. The parties acknowledge that the City has made no promise to continue to appropriate funds beyond the current fiscal year. 5. Insurance Coverage; Vacation, Holiday and Sick Leave The Employee shall not be entitled to the medical insurance plans, dental insurance plans, vision plan, life and accidental death and dismemberment insurance plans, long term disability plan, an Employee Assistance Program, retirement or deferred compensation plans, or any other group insurance plan or other benefits that may be offered to some other City employees. The Employee shall not be entitled to paid vacation time, paid holiday time, paid sick leave, paid short-term disability leave, or any other sort of paid leave as may be available to some other City employees. 6. Applicability of Personnel Policies (a) The Employee hereby acknowledges receipt of the City’s Personnel Policies and Procedures and agrees that he/she shall comply with and be bound by all provisions that apply to contractual employees. The Employee acknowledges that the City may in its sole discretion amend, modify, supplement, rescind or otherwise change any and all policies and procedures in the Personnel Policies and Procedures at any time. 1 Packet Pg. 160 Attachment: Exhibit A (6501 : Municipal Court - Temporary Judge for Civil Cases Hamilton-Fieldman RESO) Page 3 of 5 (b) Although the City’s Personnel Policies and Procedures contains examples of types of disciplinary action including dismissal and examples of misconduct, it is understood and agreed by the Employee that the City is not required to take any disciplinary action whatsoever or follow any sort of disciplinary procedures prior to terminating this Agreement pursuant to paragraphs 3 and 4 above. In the event the City, in its sole discretion, decides to undertake disciplinary action, the City may discontinue such action at any time and at no time waives its right to terminate this Agreement pursuant to paragraphs 3 and 4 above. (c) In the event that any applicable personnel policies set forth in the City’s Personnel Policies and Procedures are inconsistent or conflict with the terms of this Agreement, then the terms of this Agreement shall be controlling. 7. Proprietary Rights (a) The Employee will disclose to the City promptly all improvements, discoveries, ideas, inventions, and information pertinent to the operation or functions of the City which the Employee may develop either individually or in conjunction with others, or of which existence the Employee may otherwise learn during the period of employment by the City. (b) The Employee agrees that all products which s/he may develop during the Employee's employment, whether individually or in conjunction with others, and all intermediate and partial versions thereof, as well as all materials, flow charts, notes, outlines and the like created in connection therewith (collectively referred to as “Work Product”), and any formulae, processes, logarithms, ideas and other information not generally known to the public, whether or not protected by copyright, and developed or generated by the Employee in the course of the Employee's employment hereunder, shall be the sole property of the City upon their creation or, in the case of copyrightable works, fixation in a tangible medium of expression. (c) The Employee hereby assigns to the City the sole and exclusive right, title and interest in and to all Work Product, and all copies of such Work Product, without further consideration. The Employee further acknowledges that the City shall retain ownership of and the right to reproduce, market, license, or otherwise distribute any program or material produced by the Employee under the terms of this Agreement. 8. Entire Agreement This Agreement constitutes the entire agreement between the parties concerning the rights granted herein and the obligations assumed herein. Any oral representation or oral modification concerning this Agreement shall be of no force or effect. Although the personnel policies set forth in the City's Personnel Policies and Procedures may be amended, modified, supplemented or rescinded at any time at the sole discretion of the City, the terms of this Agreement can be modified only by a writing signed by the parties hereto. It is further understood and agreed by the Employee that no representation, promise or other agreement not expressly contained herein has been made to induce the execution of this Agreement, and that the terms of this Agreement are contractual and not merely recitals. 1 Packet Pg. 161 Attachment: Exhibit A (6501 : Municipal Court - Temporary Judge for Civil Cases Hamilton-Fieldman RESO) Page 4 of 5 9. Enforcement of Agreement; Attorneys' Fees and Costs If any action is brought to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs in addition to any other relief to which it or s/he is entitled. 10. Severability Should any provision, part or term of this Agreement be declared or determined by a court of competent jurisdiction to be illegal, invalid or unenforceable, then the legality, validity and enforceability of the remaining parts, terms and provisions should not be affected thereby and said illegal, invalid or unenforceable part, provision or term shall be deemed not to be part of this Agreement. 11. Binding Effect This Agreement shall be binding upon the parties hereto and the heirs, successors and assigns of each respectively. The City and the Employee freely and voluntarily enter into this Agreement and have executed this Agreement having first read the same and intending to be bound. CITY OF FORT COLLINS, COLORADO ATTEST: a municipal corporation By: _______________________________ By: _________________________ Wade Troxell, Mayor City Clerk Name: _______________________ APPROVED AS TO FORM: By: __________________________ Assistant City Attorney Name: ________________________ EMPLOYEE: APPROVED: _____________________ ______________________________ Lisa D. Hamilton-Fieldman, Esq. By: _________________________ Human Resources Director Name: ______________________ APPROVED: By: _________________________ Chief Judge Kathleen M. Lane 1 Packet Pg. 162 Attachment: Exhibit A (6501 : Municipal Court - Temporary Judge for Civil Cases Hamilton-Fieldman RESO) Page 5 of 5 EXHIBIT A JOB DESCRIPTION FOR THE TEMPORARY JUDGE The Temporary Judge shall perform all necessary and appropriate judicial duties relating to civil cases filed in Fort Collins Municipal Court when assigned to such cases or assigned to review procedures or perform other related tasks by the Chief Judge. The Temporary Judge shall handle such cases in accordance with all applicable laws and procedures. The Temporary Judge shall be supervised by the Chief Judge. 1 Packet Pg. 163 Attachment: Exhibit A (6501 : Municipal Court - Temporary Judge for Civil Cases Hamilton-Fieldman RESO) -1- RESOLUTION 2018-022 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPOINTING DAVID AYRAUD AS TEMPORARY JUDGE AND AUTHORIZING THE EXECUTION OF AN EMPLOYMENT AGREEMENT WHEREAS, Article VII, Section 1 of the City Charter and City Code Section 2-493 allow the City Council to designate one or more reputable and qualified attorneys to serve as temporary judge(s) in addition to the Chief Judge and Assistant Municipal Judge(s); and WHEREAS, the City Council recognizes the need for temporary judge(s) to be appointed for the specific purpose of handling civil cases filed in Municipal Court; and WHEREAS, the Chief Judge has conducted a competitive selection process and evaluated the qualifications and suitability of several applicants; and WHEREAS, the Chief Judge has recommended that the Council appoint David Ayraud as a reputable qualified attorney suitable for the role of temporary judge; and WHEREAS, the City Council recognizes that David Ayraud is a reputable and qualified attorney; and WHEREAS, the City Council wishes to appoint David Ayraud to serve in such capacity under the supervision of the Chief Judge. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That David Ayraud is hereby appointed Temporary Judge, for a term beginning March 15, 2018, and ending March 14, 2020, to serve as a temporary judge for the City for civil cases filed in Municipal Court as assigned by the Chief Judge. Section 3. That the compensation to be paid by the City to Mr. Ayraud for serving in this capacity shall be at the rate of One Hundred Dollars ($100) per hour. Section 4. That the Mayor is hereby authorized to enter into an employment agreement in a form consistent with Exhibit “A” attached hereto and incorporated herein by this reference, for the period of March 15, 2018, and ending March 14, 2020, between the City and David Ayraud to effectuate the purposes of this Resolution. Packet Pg. 164 -2- Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March, A.D. 2018. _________________________________ Mayor ATTEST: _____________________________ City Clerk Packet Pg. 165 Page 1 of 5 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into this ___ day of March, 2018, by and between the City of Fort Collins, hereinafter referred to as the “City,” and David Ayraud, hereinafter referred to as the “Employee,” pursuant to these terms and conditions: WHEREAS, the City wishes to employ the services of the Employee as Temporary Judge and the Employee wishes to provide his/her services to the City in that capacity; and WHEREAS, pursuant to Resolution 2018-022, the City Council has approved of the appointment of David Ayraud as Temporary Judge and has authorized the Mayor to enter into an Employment Agreement; and WHEREAS, the City and the Employee desire to provide for certain procedures, benefits, and requirements regarding the employment of the Employee by the City. NOW, THEREFORE, for and in consideration of the mutual covenants and promises herein contained, the City and the Employee do hereby agree to the following: 1. Scope of Services The City agrees to employ the Employee as Temporary Judge and the Employee agrees to perform all functions and duties as specified in the job description attached hereto as Exhibit “A” and incorporated herein by reference, and to perform such other duties as might be assigned. 2. Compensation The Employee shall be compensated at the regular rate of One Hundred Dollars ($100.00) per hour, less deductions and withholdings required by law, or authorized by Personnel Policies and Procedures, or authorized by the Employee. The Court Administrator, in coordination with the Employee, shall maintain and submit to the City a time sheet showing all hours worked prior to any payment therefor. All payments shall be made within thirty (30) days of receipt of said time sheet. This position shall be considered exempt for the purposes of the Fair Labor Standards Act and applicable state laws; accordingly, the Employee shall not be eligible for overtime pay. 3. Term of Employment (a) The term of this Agreement shall be from March 15, 2018, to and including March 14, 2020. Nothing contained in this Agreement shall preclude renegotiation of this Agreement prior to the expiration of its term. (b) It is understood and agreed to by the Employee that upon termination of this Agreement, either under this paragraph or under the provisions of Paragraph 4 hereof, the Employee EXHIBIT A 1 Packet Pg. 166 Attachment: Exhibit A (6541 : Municipal Court - Temporary Judge for Civil Cases - Ayraud - RESO) Page 2 of 5 shall not be entitled to any amount of additional compensation, as severance pay or otherwise, other than as provided in Paragraphs 2 and 6 of this Agreement. 4. Early Termination (a) Either party may terminate this Agreement at any time with or without cause prior to the expiration of the term hereof by providing written notice of termination to the other party at least fifteen (15) calendar days prior to the date of early termination. The City may, at its discretion, provide the Employee with fifteen (15) calendar days' compensation at his/her regular rate in lieu of such notice. Such notice shall be deemed effective upon personal delivery or as of the date of deposit into the United States mail, postage prepaid, addressed as follows: TO THE EMPLOYEE: David Ayraud last known address on file with the Human Resources Department TO THE CITY: Fort Collins Municipal Court Chief Judge Kathleen M. Lane P.0. Box 580 Fort Collins, CO 80522 (b) The City has appropriated funds in the current fiscal year to meet the obligations of this Agreement through the current fiscal year. This Agreement shall terminate at the end of the City’s current fiscal year if the City does not, prior to the end of the current fiscal year, appropriate funds for the subsequent fiscal year with which to meet its obligation under this Agreement in the subsequent fiscal year. The parties acknowledge that the City has made no promise to continue to appropriate funds beyond the current fiscal year. 5. Insurance Coverage; Vacation, Holiday and Sick Leave The Employee shall not be entitled to the medical insurance plans, dental insurance plans, vision plan, life and accidental death and dismemberment insurance plans, long term disability plan, an Employee Assistance Program, retirement or deferred compensation plans, or any other group insurance plan or other benefits that may be offered to some other City employees. The Employee shall not be entitled to paid vacation time, paid holiday time, paid sick leave, paid short-term disability leave, or any other sort of paid leave as may be available to some other City employees. 6. Applicability of Personnel Policies (a) The Employee hereby acknowledges receipt of the City’s Personnel Policies and Procedures and agrees that he/she shall comply with and be bound by all provisions that apply to contractual employees. The Employee acknowledges that the City may in its sole discretion amend, modify, supplement, rescind or otherwise change any and all policies and procedures in the Personnel Policies and Procedures at any time. 1 Packet Pg. 167 Attachment: Exhibit A (6541 : Municipal Court - Temporary Judge for Civil Cases - Ayraud - RESO) Page 3 of 5 (b) Although the City’s Personnel Policies and Procedures contains examples of types of disciplinary action including dismissal and examples of misconduct, it is understood and agreed by the Employee that the City is not required to take any disciplinary action whatsoever or follow any sort of disciplinary procedures prior to terminating this Agreement pursuant to paragraphs 3 and 4 above. In the event the City, in its sole discretion, decides to undertake disciplinary action, the City may discontinue such action at any time and at no time waives its right to terminate this Agreement pursuant to paragraphs 3 and 4 above. (c) In the event that any applicable personnel policies set forth in the City’s Personnel Policies and Procedures are inconsistent or conflict with the terms of this Agreement, then the terms of this Agreement shall be controlling. 7. Proprietary Rights (a) The Employee will disclose to the City promptly all improvements, discoveries, ideas, inventions, and information pertinent to the operation or functions of the City which the Employee may develop either individually or in conjunction with others, or of which existence the Employee may otherwise learn during the period of employment by the City. (b) The Employee agrees that all products which s/he may develop during the Employee's employment, whether individually or in conjunction with others, and all intermediate and partial versions thereof, as well as all materials, flow charts, notes, outlines and the like created in connection therewith (collectively referred to as “Work Product”), and any formulae, processes, logarithms, ideas and other information not generally known to the public, whether or not protected by copyright, and developed or generated by the Employee in the course of the Employee's employment hereunder, shall be the sole property of the City upon their creation or, in the case of copyrightable works, fixation in a tangible medium of expression. (c) The Employee hereby assigns to the City the sole and exclusive right, title and interest in and to all Work Product, and all copies of such Work Product, without further consideration. The Employee further acknowledges that the City shall retain ownership of and the right to reproduce, market, license, or otherwise distribute any program or material produced by the Employee under the terms of this Agreement. 8. Entire Agreement This Agreement constitutes the entire agreement between the parties concerning the rights granted herein and the obligations assumed herein. Any oral representation or oral modification concerning this Agreement shall be of no force or effect. Although the personnel policies set forth in the City's Personnel Policies and Procedures may be amended, modified, supplemented or rescinded at any time at the sole discretion of the City, the terms of this Agreement can be modified only by a writing signed by the parties hereto. It is further understood and agreed by the Employee that no representation, promise or other agreement not expressly contained herein has been made to induce the execution of this Agreement, and that the terms of this Agreement are contractual and not merely recitals. 1 Packet Pg. 168 Attachment: Exhibit A (6541 : Municipal Court - Temporary Judge for Civil Cases - Ayraud - RESO) Page 4 of 5 9. Enforcement of Agreement; Attorneys' Fees and Costs If any action is brought to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs in addition to any other relief to which it or s/he is entitled. 10. Severability Should any provision, part or term of this Agreement be declared or determined by a court of competent jurisdiction to be illegal, invalid or unenforceable, then the legality, validity and enforceability of the remaining parts, terms and provisions should not be affected thereby and said illegal, invalid or unenforceable part, provision or term shall be deemed not to be part of this Agreement. 11. Binding Effect This Agreement shall be binding upon the parties hereto and the heirs, successors and assigns of each respectively. The City and the Employee freely and voluntarily enter into this Agreement and have executed this Agreement having first read the same and intending to be bound. CITY OF FORT COLLINS, COLORADO ATTEST: a municipal corporation By: _______________________________ By: _________________________ Wade Troxell, Mayor City Clerk Name: _______________________ APPROVED AS TO FORM: By: __________________________ Assistant City Attorney Name: ________________________ EMPLOYEE: APPROVED: _____________________ ______________________________ David Ayraud, Esq. By: _________________________ Human Resources Director Name: ______________________ APPROVED: By: _________________________ Chief Judge Kathleen M. Lane 1 Packet Pg. 169 Attachment: Exhibit A (6541 : Municipal Court - Temporary Judge for Civil Cases - Ayraud - RESO) Page 5 of 5 EXHIBIT A JOB DESCRIPTION FOR THE TEMPORARY JUDGE The Temporary Judge shall perform all necessary and appropriate judicial duties relating to civil cases filed in Fort Collins Municipal Court when assigned to such cases or assigned to review procedures or perform other related tasks by the Chief Judge. The Temporary Judge shall handle such cases in accordance with all applicable laws and procedures. The Temporary Judge shall be supervised by the Chief Judge. 1 Packet Pg. 170 Attachment: Exhibit A (6541 : Municipal Court - Temporary Judge for Civil Cases - Ayraud - RESO) Agenda Item 13 Item # 13 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Jason Holland, City Planner Brad Yatabe, Legal SUBJECT Resolution 2018-023 Making Findings of Fact and Conclusions of Law Regarding the Appeal of the Planning and Zoning Board’s Decision Approving the Johnson Drive Apartments Project Development Plan PDP170034. EXECUTIVE SUMMARY The purpose of this item is to make Findings of Fact and Conclusions of Law regarding the appeal (“Appeal”) of the Planning and Zoning Board’s Decision Approving the Johnson Drive Apartments Project Development Plan PDP 170034. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION On January 18, 2018, the Planning and Zoning Board considered the application for the Johnson Drive Apartments Project Development Plan PDP 170034 at a Type II Hearing and rendered a decision to approve PDP 170034. On February 1, 2018, two appellants filed a Notice of Appeal with assertions regarding the Planning and Zoning Board’s decision as follows: I. Failure to conduct a fair hearing in that the Board considered evidence relevant to its findings which was substantially false or grossly misleading. II. Failure to properly interpret and apply relevant provisions of the Land Use Code. On February 27, 2018, City Council considered the record on appeal and testimony from the Appellants, Parties-In-Interest, Applicant, and City staff. The City Council determined that the appeal was without merit, denied the appeal in its entirety and upheld the Planning and Zoning Board’s decision approving PDP 170034. 13 Packet Pg. 171 -1- RESOLUTION 2018-023 OF THE COUNCIL OF THE CITY OF FORT COLLINS MAKING FINDINGS OF FACT AND CONCLUSIONS OF LAW REGARDING THE APPEAL OF THE PLANNING AND ZONING BOARD’S DECISION APPROVING THE JOHNSON DRIVE APARTMENTS PROJECT DEVELOPMENT PLAN PDP170034 WHEREAS, on January 18, 2018, the Planning and Zoning Board (the “Board”) reviewed and approved the Johnson Drive Apartments Project Development Plan PDP170034 (the “PDP”); and WHEREAS, on February 1, 2018, Eric Sutherland and Paul Patterson (the “Appellants”) filed an appeal (the “Notice of Appeal”) of the P&Z approval of the PDP with the City Clerk; and WHEREAS, the Appellants asserted in the Notice of Appeal that the Board failed to conduct a fair hearing because it considered evidence relevant to its findings which was substantially false or grossly misleading; and WHEREAS, the Appellants also asserted in the Notice of Appeal that the Board failed to properly interpret and apply Land Use Code Sections 2.4.2(H), 3.2.2(K), 3.4.1(I)(2), 3.6.4, 3.10.5(F)(3), and 4.21; and WHEREAS, on February 27, 2018, the City Council, after notice given in accordance with Chapter 2, Article II, Division 3, of the City Code, considered the appeal, reviewed the record on appeal, received new evidence for consideration, and heard presentations from the Appellants and other parties-in-interest in support of the appeal and the opponent of the appeal, the PDP applicant; and WHEREAS, after discussion, the City Council found and concluded based on the evidence in the record and presented at the February 27, 2018, hearing that the Board did not fail to conduct a fair hearing on January 18, 2018, because the Board did not consider evidence relevant to its findings which was substantially false or grossly misleading; and WHEREAS, after discussion, the City Council found and concluded based on the evidence in the record and presented at the February 27, 2018, hearing that the Board did not fail to properly interpret and apply Land Use Code Sections 2.4.2(H), 3.2.2(K), 3.4.1(I)(2), 3.6.4, 3.10.5(F)(3), and 4.21; and WHEREAS, Council finds that Appellants’ appeal is without merit in its entirety and is denied, and the Board’s January 18, 2018, decision in PDP170034 is upheld; and WHEREAS, City Code Section 2-55(g) provides that no later than the date of its next regular meeting after the hearing of an appeal, City Council shall adopt, by resolution, findings of fact in support of its decision on the Appeal. Packet Pg. 172 -2- NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS that, pursuant to Section 2-55(g) of the City Code, the City Council hereby makes and adopts the following findings of fact and conclusions: 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. 2. That the grounds for appeal stated in the Notice of Appeal conform to the requirements of Section 2-48 of the City Code. 3. That based on the evidence in the record and presented at the February 27, 2018, Council hearing, the Appellants’ allegation that the Board failed to conduct a fair hearing is without merit and is denied in its entirety. 4. That based on the evidence in the record and presented at the February 27, 2018, Council hearing, the Appellants’ allegation that the Board failed to properly interpret and apply the identified provisions of the Land Use Code is without merit and is denied in its entirety. 5. That the Board’s January 18, 2018, decision in PDP170034 is upheld. 6. That adoption of this Resolution shall constitute the final action of the City Council in accordance with City Code Section 2-55(g). Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March, A.D. 2018. _________________________________ Mayor ATTEST: _____________________________ City Clerk Packet Pg. 173 Agenda Item 14 Item # 14 Page 1 AGENDA ITEM SUMMARY March 6, 2018 City Council STAFF Josh Birks, Economic Health Director Mark Jackson, PDT Deputy Director Mike Beckstead, Chief Financial Officer John Duval, Legal SUBJECT Items Relating to Funding Improvements to the I-25/Prospect Interchange. EXECUTIVE SUMMARY A. Resolution 2018-024 Approving and Authorizing the Execution of a Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange and the Related Capital Pledge Agreement. B. Resolution 2018-025 Approving the Service Plan for the I-25/Prospect Interchange Metropolitan District. C. Resolution 2018-026 Approving the Consolidated Service Plan for the SW Prospect I-25 Metropolitan District Nos. 1-7. D. Resolution 2018-027 Approving the Consolidated Service Plan for the Gateway at Prospect Metropolitan District Nos. 1-7. E. Resolution 2018-028 Approving the Consolidated Service Plan for the Rudolph Farms Metropolitan District Nos. 1-6. The purpose of this item is to consider several actions related to the financing of the Prospect/I-25 Interchange financing and partnership. City staff is working with Colorado Department of Transportation (CDOT), Town of Timnath, and property owners/developers adjacent to the interchange of Interstate 25 (I-25) and Prospect Road to develop a funding partnership allowing CDOT to improve the interchange. This interchange is a key gateway entrance into Fort Collins and the Town of Timnath. It connects to a primary arterial route into and out of the communities. Improving the interchange will help alleviate congestion and improve safety. The I- 25/Prospect interchange is old and aging infrastructure not designed to handle the urban level of traffic currently experienced. There are significant financial benefits to partnering on the interchange for all parties involved. CDOT agrees to pay for $12 million (half of the base cost) of the interchange. Timnath, Fort Collins and private interests will pay the balance of $19 million. City of Fort Collins’ share of the $19 million is approximately $8.1 million. Total cost of the improved interchange is estimated at $31 million. There is a potential savings of $7 million in improvement costs if the project can be included in the efficiencies of the overall I-25 corridor project. The actions presented as part of this item implement the partnership between the City and the property owners specifically through an overlay metro district as well as metro districts for the individual corner and developments. 14 Packet Pg. 174 Agenda Item 14 Item # 14 Page 2 STAFF RECOMMENDATION Staff recommends adoption of the Resolutions. BACKGROUND / DISCUSSION The Colorado Department of Transportation will begin construction of the North I-25 Improvements Project in late 2018 or early 2019. CDOT has agreed to include improvements to the I-25 interchange at Prospect in the overall corridor project, if local funds are brought in partnership. Including the interchange improvements in the overall corridor project saves taxpayers, municipalities and stakeholders an estimated $7 million as opposed to improving the interchange as a stand-alone project. Including the interchange in the overall corridor project also accelerates the schedule for improving the interchange by five to ten years. The total cost of the improved interchange is estimated at $31 million. CDOT has agreed to contribute $12 million (half of the base cost) towards construction of the interchange. Timnath, Fort Collins and private interests will cover the remaining balance of $19 million. The remaining balance will be split between the stakeholders as follows (further described in the Financial Impact section): • City of Fort Collins’ will contribute approximately $7.6 million-one half of the remaining balance after CDOT’s contribution less Timnath’s contribution and an investment from the Street Oversizing Fund; • Town of Timnath’s contribution is estimated to be $2.5 million-subject to the terms of an Intergovernmental Agreement (IGA) still being negotiated; and • Private interests will contribute approximately $7.1 million-one half of the remaining balance after CDOT’s contribution less Timnath’s contribution and a credit for Street Oversizing Fees to be paid by development and a contribution for right-of-way (ROW) dedicated to the project by the property owners. To facilitate these contributions, staff has worked over the past several months to develop a financing plan that generates the needed $19 million. The financing plan can be summarized as follows: 1. An Intergovernmental Agreement with the Town of Timnath documenting the Town’s fair share of costs, a payment plan including specific annual installments, and a revenue sharing agreement (still in negotiation and will require subsequent action); 2. A Binding Agreement and Capital Pledge Agreement which stipulates the terms between the City and the property owners relative to an overlay metro district and individual development metro districts; 3. An overlay metro district encompassing all four corners of the interchange and providing revenue to reimburse the City for the property owners’ portion of the interchange costs; and 4. A series of metro districts covering three of the four corners and supporting the anticipated development of at each of these corners as contemplated in the Memorandum of Understanding approved by City Council on January 2, 2018. Binding Agreement and Overlay District Staff has negotiated terms with the four property owners adjacent to the I-25 and Prospect interchange, which are reflected in the Binding Agreement and associated Capital Pledge Agreement. These terms commit both the City and the Property Owners to an arrangement that shares the costs of the interchange. The basic terms of these agreements include: • Owners’ Share - Sets the property owners’ share of the costs at $8.25 million less the Right-of- Way Credit and the TCEF Credit; • Interchange PIF - Requires each property owner to record a public improvement fee (PIF) covenant against their property of 0.75 percent and pledge these revenues towards repayment of the Owners’ Share; • Right-of-Way Credit - Recognizes the intent of the Property Owners to contribute $500,000 worth of property through right-of-way dedicated to reducing the total cost of the interchange project; 14 Packet Pg. 175 Agenda Item 14 Item # 14 Page 3 • Transportation Capital Expansion Fee Credit - The City acknowledges that $1.4 million of Transportation Capital Expansion Fees are available to help fund the project. The City and property owners’ individual shares will be reduced equally by this amount or $700,000 each; • Approval of Service Plans - Stipulates that the City Council consider resolutions approving three consolidated metro district service plans supporting the proposed developments of the property owners no later than March 6, 2018; • I-25/Prospect Interchange Metropolitan District - This overlay district will levy a minimum of 7.500 mills and project fees - to be levied at the time of building permit - and pledges the revenues from these revenue sources towards repayment of the Owner’s Share; • City Funding of Project - The City agrees that subject to annual appropriation by the City Council, it shall fund all the costs of the Project that are not being paid by CDOT. The I-25/Prospect Interchange Metropolitan District (the Overlay District) will encompass all four corners of the interchange (as shown in Attachment 1) or approximately 471 acres. The Overlay District Service Plan funds the Owner’s Share by: • Enabling a minimum 7.500 mills with the ability to increase to 10.000 mills at the District board’s discretion for repayment of the Owners’ Share; • Authorizes the district to issue debt up to a maximum of $10 million; • Prevents the district from applying for or accepting Conservation Trust Funds, Great Outdoors Colorado Funds, or other similar funds; • Prevents the District from exercising its statutory power of eminent domain without obtaining the consent of the City Council; and • Allows for payment of the annual administrative and operational costs of the district from mill levy revenue up to an amount agreed each year in advance by the City, which the City will credit towards the Owners’ Share. Development Metro Districts The Binding Agreement stipulates that the City Council will consider consolidated Service Plans for three of the four corners adjacent to the interchange. These service plans support the vertical development contemplated around the interchange. Each of the consolidated Service Plans includes specific terms to each corner; however, they follow a very similar overall format. The main terms of each district are summarized below: • Rudolph Farms Metropolitan Districts Nos. 1-6 - Authorizes a Maximum Mill Levy of 80.000 Mills less 10.000 Mills authorized as the Overlay Metro District intended to support repayment of the Owners’ Share; anticipates 50.000 Mills will be dedicated to debt repayment and 20.000 Mills will be dedicated to ongoing operations and maintenance; authorizes a Maximum Debt Amount of $111 million; and limits the use of revenue and debt to fund public improvements ultimately stipulated in an Approved Development Plan; • Gateway at Prospect Metropolitan District Nos. 1-7 - Authorizes a Maximum Mill Levy of 80.000 Mills less 10.000 Mills authorized as the Overlay Metro District intended to support repayment of the Owners’ Share; anticipates 50.000 Mills will be dedicated to debt repayment and 20.000 Mills will be dedicated to ongoing operations and maintenance; authorizes a Maximum Debt Amount of $125 million; and limits the use of revenue and debt to fund public improvements ultimately stipulated in an Approved Development Plan; and • SW Prospect I25 Metropolitan District Nos. 1-7 - Authorizes a Maximum Mill Levy of 80.000 Mills less 10.000 Mills authorized as the Overlay Metro District intended to support repayment of the Owners’ Share; anticipates 50.000 Mills will be dedicated to debt repayment and 20.000 Mills will be dedicated to ongoing operations and maintenance; authorizes a Maximum Debt Amount of $103.5 Million; and limits the use of revenue and debt to fund public improvements ultimately stipulated in an Approved Development Plan; Each of the consolidated Service Plans relies on multiple districts to enable phasing to coincide with the timing of development. 14 Packet Pg. 176 Agenda Item 14 Item # 14 Page 4 The Service Plans for these three districts differ from the City’s currently adopted Metro District Service Plan policy in several ways. However, they help to enable the overall funding strategy for the interchange which ultimately saves tax payers approximately $7.0 million and advances the timing of the improvements by 5 to 10 years. Timnath Contribution Negotiations with Timnath staff continue regarding the fair share contribution of the Town towards the interchange improvements. City staff remains confident that an agreement whereby Timnath contributes $2.5 million towards the project will be approved by the Town Board in the next several weeks. This agreement will likely take the form of an amendment to the existing IGA between Timnath and Fort Collins or a stand-alone IGA related to this matter. As such, the financial impacts assume that the Timnath contribution will remain $2.5 million. It should be noted that the Binding Agreement summarized above indicates that the City will bear any shortfall in the Timnath contribution. CITY FINANCIAL IMPACTS Total project cost is estimated to be $31 million. Of this, $24 million is considered base design while the remaining $7 million represents the City’s required urban design elements. CDOT will share in 50 percent of the base design portion, or $12 million. The remaining $19 million will be split across the City, property owners, and Timnath at 44%, 41%, and 15%, respectively. Timnath’s share is based on traffic studies with the City and property owners splitting the remaining costs. Table 1 Partners Allocation of Costs Total Fort Collins Property Owners Timnath Overpass Cost $19.00 $8.25 $8.25 $2.50 % Share Cost 100% 43% 43% 13% Less ROW Credit $0.50 $0.00 $0.50 $0.00 Less TCEF Credit $1.40 $0.70 $0.70 $0.00 Debt Obligation $17.10 $7.55 $7.05 $2.50 % Share Payments 100% 44% 41% 15% Partners Share Allocation The City proposes to finance the cost of this project through Certificates of Participation (COPs). The principal borrowed is the balance of the $19 million costs after accounting for right-of-way (ROW) contributions and Transportation Capital Expansion Fees (TCEF). The net amount currently projected is $17.1 million but will depend on final negotiations with Timnath. The City would be responsible for debt service in full and then separately collect from Timnath and the property owners under the Binding Agreement and Capital Pledge Agreement through the Overlay District pledged revenues. Timnath’s repayments are still under negotiation but are currently modeled at approximately $200,000 per year. The property owners’ repayments will be funded from a combination of the mill levy, special assessment 14 Packet Pg. 177 Agenda Item 14 Item # 14 Page 5 fees, and public improvement fees collected by the metro districts. Thus, there is uncertainty in the timing of the property owners’ repayments as the revenue generated is dependent on the timing of future development. The City is obligated to service the debt regardless of the timing of repayment. The revenues will follow the guidelines below as stipulated in the Binding Agreement and Capital Pledge Agreement: • Mills - A minimum of 7.5 Mills up to a total of 10.000 Mills • PIF - 0.75 percent • Special Assessment Fee Varies by land use type (estimated to generate $2M revenue) BOARD / COMMISSION RECOMMENDATION The Council Finance Committee reviewed the City’s commitment, the Memorandum of Understanding (MOU) clarifying the property owner commitment and Intergovernmental Agreement (IGA) on October 16, 2017 (Attachment 2). Several questions were raised and discussed by committee members. Ultimately, direction was to stay the course and bring back and IGA with CDOT and MOU for Council consideration. On January 2, 2018, Council unanimously adopted Resolution 2018-004 and 2018-005, which approved the IGA and MOU. PUBLIC OUTREACH CDOT has conducted numerous public meetings regarding the I-25 Improvements Project throughout Northern Colorado. CDOT Project Managers also attended a Fort Collins Council work session in December 2016. A second project update with CDOT Project managers is scheduled for Council work session. ATTACHMENTS 1. Vicinity Map (PDF) 2. Council Finance Committee minutes, October 16, 2017 (PDF) 3. Powerpoint presentation (PDF) 14 Packet Pg. 178 PROSPECT ROAD INTERSTATE 25 PROSPECT ROAD SUMMIT VIEW DR. GREENFIELD CT. BOXELDER DR. CARRIAGE PKWY KITCHELL WAY PARADIGM 17.350 ac. LAAM 132.793 ac. FCIC/GAPA 178.852 ac. CSURF 142.435 ac. DISTRICT TOTAL = 471.43 ac. ( IN FEET ) 1 inch = ft. 1000 0 1000 Feet 1000 I-25/PROSPECT INTERCHANGE METROPOLITAN DISTRICT FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 102-002 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com DISTRICT BOUNDARY MAP 1" = 1000' B ATTACHMENT 1 14.1 Packet Pg. 179 Attachment: Vicinity Map (6519 : Funding Improvements for the I-25/Prospect Interchange) Finance Administration 215 N. Mason 2nd Floor PO Box 580 Fort Collins, CO 80522 970.221.6788 970.221.6782 - fax fcgov.com Finance Committee Minutes 10/16/17 10:00 am - noon CIC Room - City Hall Council Attendees: Mayor Wade Troxell, Ross Cunniff, Ken Summers Staff: Darin Atteberry, Mike Beckstead, Jeff Mihelich, Travis Storin, John Voss, John Duval, Andres Gavaldon, Laurie Kadrich, Josh Birks, Mark Jackson, Chad Crager, Brad Buckman, Lawrence Pollack, Jo Cech, Dean Klingner, Sue Beck-Ferkiss, Rachel Springob, Bob Adams Others: Kevin Jones (Chamber of Commerce), Dale Adamy (Citizen) Meeting called to order at 10:02 am Ken Summers moved to approve the Minutes for the September 18th Council Finance Committee Meeting. Ross Cunniff seconded the motion. Agenda Review; URA North College strategy topic scheduled for the December CFC meeting. The CAG is looking for some engagement / discussion. Josh Birks will reach out to Neil to understand their expectations A. I25 / Prospect Funding & CDOT IGA Mark Jackson, Planning, Development & Transportation Deputy Director Laurie Kadrich, Planning, Development & Transportation Director Josh Birks, Economic Health Director Chad Crager, Infrastructure Services Director Brad Buckman Travis Storin SUBJECT FOR DISCUSSION Prospect/I-25 Interchange Funding Partnership EXECUTIVE SUMMARY City of Fort Collins Staff is working with Colorado Department of Transportation (CDOT), Town of Timnath, and property owners/developers adjacent to the interchange of Interstate 25 (I-25) and Prospect Road to develop a funding partnership allowing CDOT to improve the interchange. This interchange is a key gateway entrance into Fort Collins and the Town of Timnath. It connects to a primary arterial route into and out of the community. Improving the interchange will help alleviate congestion and improve safety. The I-25/Prospect interchange is old and aging infrastructure not designed to handle the urban level of traffic currently experienced. ATTACHMENT 2 14.2 Packet Pg. 180 Attachment: Council Finance Committee minutes, October 16, 2017 (6519 : Funding Improvements for the I-25/Prospect Interchange) 2 There are significant financial benefits to partnering on the interchange at this time for all parties involved. CDOT agrees to pay for $12 million (half of the base cost) of the interchange. Timnath, Fort Collins and private interests will pay the balance of $19 million. City of Fort Collins’ share of the $19 million is approximately $8.1 million. Total cost of the improved interchange is estimated at $31 million. There is a potential savings of $7 million in improvement costs if the project can be included in the efficiencies of the overall I-25 corridor project. GENERAL DIRECTION SOUGHT AND SPECIFIC QUESTIONS TO BE ANSWERED CDOT wishes to enter into an Intergovernmental Agreement (IGA) with the City of Fort Collins stating our intent to partner for $19 million of the total interchange improvements, with repayment to occur over a three-year period. In the event staff is unable to complete final agreements with property owners and Town of Timnath is Council comfortable with entering into the IGA without final agreements yet in place? BACKGROUND/DISCUSSION The Colorado Department of Transportation will begin construction of the North I-25 Improvements Project in early 2018. CDOT has agreed to include improvements to the I-25 interchange at Prospect in the overall corridor project, if local funds are brought in partnership. Including the interchange improvements in the overall corridor project saves taxpayers, municipalities and stakeholders an estimated $7 million as opposed to improving the interchange as a stand-alone project. Including the interchange in the overall corridor project also accelerates the schedule for improving the interchange by five to ten years. Staff is developing a fair share cost sharing agreement with Town of Timnath based on long range (2040) travel model analysis showing relative impacts from Fort Collins, Timnath and regional background traffic. Fort Collins assumes a fair share for Timnath is in the range of $2.85 million to $3.0 million. Timnath is requesting a lesser contribution. Timnath’s total contribution amount, as well as repayment terms, are under negotiation. The interchange is in an area of influence with Town of Timnath and may be eligible for potential revenue sharing agreements with Fort Collins (similar to that with Town of Windsor at SH-392 interchange). The anticipated Intergovernmental Agreement (IGA) outlining cost share and repayment method/schedule may take the form of a stand-alone agreement, or may be an amendment to a current IGA with Timnath. Staff is also working to develop a funding agreement with private property interests adjacent to the interchange which includes the following items: • Relative cost share for the City of Fort Collins and private property owners is estimated at $8.1M • Repayment timing and methodology • Property owners are requesting use of metro districts, and negotiable mill levy up to 80 mils • The City is requesting a mixture of repayment mechanisms to ensure revenue stream and minimize risk • The City has agreed in principal to: 14.2 Packet Pg. 181 Attachment: Council Finance Committee minutes, October 16, 2017 (6519 : Funding Improvements for the I-25/Prospect Interchange) 3 o Offset developer share with any right of way contribution made by property owners o Contribute approximately $1.4 million in Transportation Capital Expansion Fees (TCEF) towards the interchange o Assign a development review liaison to interchange area projects similar to other recent large-scale developments. Colorado Department of Transportation (CDOT) requests an IGA with the City of Fort Collins prior to commencement of construction (anticipated March 2018) stating the City’s commitment to provide one half ($12M) plus $7M additional urban design costs of the interchange improvement costs. Funds to CDOT total $19 million. The City will subsequently enter into repayment agreements with Town of Timnath and interchange property owners (see above) to capture their share of costs. The City will pay CDOT the total owed over a three-year period (2018-2021). Staff intends to bring Resolutions authorizing the City to enter into IGA with CDOT, IGA with Town of Timnath, and Memorandum of Understanding (MOU) outlining property owner repayment agreements to Council for their consideration at the December 19 regular session. FINANCIAL IMPACTS Total project cost is estimated to be $31 million. Of this, $24 million is considered base design while $7 million makes up urban design elements. CDOT will share in 50% of the base design portion, or $12 million. The remaining $19 million will be split across the City, property owners, and Timnath at 43%, 43%, and 15%, respectively. Timnath’s share is based on traffic studies with the City and property owners splitting the remaining costs. Partners Share Allocation Total FC Property Timnath Overpass Cost $ 19.00 $ 8.075 $ 8.0750 $ 2.85 % Share Cost 43% 43% 15% Less ROW Value 1.00 TCEF 0.70 0.70 Debt Obligation $ 16.60 $ 7.375 $ 6.375 $ 2.85 % Share Payments 44% 38% 17% The City proposes to finance the cost of this project through Certificates of Participation (COPs). The principal borrowed is the balance of the $19 million costs after accounting for right of way (ROW) contributions and Transportation Capital Expansion Fees (TCEF). The net amount currently projected is $16.6 million but will depend on final negotiations and ROW contributions. The City would be responsible for debt service in full and then separately collect from Timnath and the property owners under the aforementioned repayment agreement. 14.2 Packet Pg. 182 Attachment: Council Finance Committee minutes, October 16, 2017 (6519 : Funding Improvements for the I-25/Prospect Interchange) 4 NEXT STEPS There are several key steps in place to move the I-25/Prospect Interchange partnership agreements forward: • Staff continues to meet regularly with both Town of Timnath and private property owners • Staff is in regular communication with CDOT as to construction schedule and IGA deadline • Council will discuss Metro District policy changes in October and November Staff is scheduled to bring CDOT IGA, Timnath IGA, and private property repay agreements to Council on December 19 Discussion / Next Steps; Mike Beckstead; bids went out and came back in high - once we get firm number from CDOT that will be our number. Mike Beckstead; Do we modify Metro District Policy due to the residential component? This will be discussed at the work session. CDOT is looking for the city to sign an IGA in support of $19M – high probability that all details may not be fully sorted out yet. If we want to move forward – we may need your ok to move forward without all details. Mark Jackson; push is coming from CDOT - on schedule for Council in December. CDOT has experienced a delay in their bid process. Mayor Troxell; NE corner was down zoned - if it was up zoned again would that have any long-term implications? Mike Beckstead: we are currently having discussions around this issue - is there something that needs to change on the urban estates / storage units / zoning front. Josh Birks; NE corner is owned by the White Brothers - zoning has been in place for some time - request for rezoning was in 2008 - 2009 timeframe - was not approved by Council -they wanted to change a big portion from Industrial to Retail. Josh Birks; reviewing growth scenarios - net takeaway is that the pace of development is an uncertainty in this project and has a significant impact on the speed the city gets reimbursed for the property owner obligation it will carry. Travis Storin; staff modeled out two alternatives; Alternative 1; more traditional - standalone COP financing option that we have done in recent years - we included the Police Training Facility - New Debt Service of $1.7M that General Fund would take on - Net new debt service of $1.2 - 1.3M that the General Fund is not budgeted for Alternative 2; more complex option – play to free up cash flow -the Police HQ would be used as collateral - refinance that asset and bundle it with two projects we are talking about here today 14.2 Packet Pg. 183 Attachment: Council Finance Committee minutes, October 16, 2017 (6519 : Funding Improvements for the I-25/Prospect Interchange) 5 frees up $800K - trade off – Police debt is at an attractive rate currently through 2026- refinance would be a bit higher rate - all would under a COP. Mike Beckstead; Vine / Lemay will be coming to Council Finance next month Ross Cunniff; Have we done the cost sharing analysis - how much of that is FoCo traffic / new development / other development for Vine Lemay? Darin Atteberry; Chad Crager is well prepared for that - there is a tolling possibility being discussed background growth / future development. He will be prepared to talk about that. Mike Beckstead; CDOT is looking for commitment – Plan is to bring an IGA in December with Timnath and property owners. Darin Atteberry; ongoing conversation regarding annexation / high school site – Timnath has expressed interest in PSD undoing and adding the high school - there is significant guidance as it relates to the boundary and PSD properties – we will be talking about that with Council – other annexation conversations regarding Mulberry and I25. Timnath has been a good / very positive partner in this conversation – they want a data driven formula and the ability to pay over time -sales tax measure coming to the voters. Laurie Kadrich; I agree - their traffic engineer has a different opinion of what their fair share may be compared to what work we have done so far. Ken Summers; Do those projections take into account traffic projections 5/10/15/20 years out? Mark Jackson; we used NPO long range models of 2040 - land use plan - data -background traffic pressures Mayor Troxell; zoning of NE corner - is there any discussion to up zone it? Laurie Kadrich; we just broached that subject with property owners in our last meeting – similar to car dealership situation we dealt with -our concern is that we will still have good employment opportunities there -industry more to an employment zone - having good paying jobs on that corner but maybe not the same as was visualized several years ago - has been zoned industrial for a long time - request to rezone previously did not work – those corners and that type of land use has changed – issue of Urban Estate next to industrial – is industrial the right employment mix with that corner? ACTION ITEM: Ross Cunniff; uncomfortable with projected debt load - not excited about the place this puts us in. If you had to prioritize these three things – how would that look? Not comfortable with going forward without the Police HQ refinance. We don’t really want to dedicate that much of the General Fund to this debt service at this time $7M – Prioritization discussion would be helpful cash flow benefits 14.2 Packet Pg. 184 Attachment: Council Finance Committee minutes, October 16, 2017 (6519 : Funding Improvements for the I-25/Prospect Interchange) 6 Mayor Troxell; Mike presented at one point the headroom we have in debt – is that appropriate to look at in relation to Ross question? debt goes up – what does that leave for capacity? Mike Beckstead; how much debt could we take on without impacting our credit rating? $75m added debt per year - not including revenue bonds and utilities without putting our credit rating at risk. Affordability was not part of that analysis. Ken Summers; How do you see the trade-off between options 1 and #2 in relation to debt service? - Do we have adequate cash flow? Mike Beckstead; back to Ross’ comment re: prioritization $2M of added debt service will need to be looked at in terms of how we use our available revenue. If we grow by 3% - 60% of added sales tax ends up in GF which often times goes to fund salary increases for staff and benefit cost increases - fairly significant evaluation and prioritization will need to be done - if we elect to take on $2M of additional GF debt service - will clearly be a prioritization that will have to happen. Mike Beckstead: Direction is to stay the course – our hope is to come back in December with a complete IGA 14.2 Packet Pg. 185 Attachment: Council Finance Committee minutes, October 16, 2017 (6519 : Funding Improvements for the I-25/Prospect Interchange) Funding Improvements to March 6, 2018 the I-25/Prospect Interchange ATTACHMENT 3 14.3 Packet Pg. 186 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Public-Private Funding Partnership 2 • Prospect/I-25 Interchange has failing LOS at peak travel times • Total Cost $31M ($24M + urban design) • CDOT cost $12M (half interchange cost) • City cost $19M • Estimated savings of $7M if constructed with I-25 expansion • Partnership with • City of Fort Collins • Town of Timnath • Interchange property owners 14.3 Packet Pg. 187 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Public-Private Funding Partnership 3 • Total Interchange Cost: $31M • Includes $7M for Urban Design Elements • Cost share: • $12M CDOT • $2.5M Town of Timnath (*pending) • $8.25M City Fort Collins • $8.25M Property Owners • Partnership accelerates construction to 2019-2021 14.3 Packet Pg. 188 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Public-Private Funding Partnership 4 History: • Council Resolution of support to share interchange costs (2016-087) • City of Fort Collins IGA with CDOT 2017 (amended 2018) • City of Fort Collins MOU with property owners (2018) 14.3 Packet Pg. 189 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Public-Private Funding Partnership 5 Tonight’s Requests: • Resolution Approving a Binding Agreement • Between the City and the Interchange Property Owners (w/ Associated Capital Pledge) • Resolution Approving Service Plan for the I-25/Prospect Interchange Metro District • Resolutions Approving Service Plans for three of four corners adjacent to the Interchange 14.3 Packet Pg. 190 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Interchange Ownership & Development Plans 6 • NW Corner – 144.6 total acres, in PDP • 276 apartments • 27 single family homes • NE Corner – 110 total acres, in ODP • Industrial/Employment • Commercial • Urban Estate • SE Corner – 17 acres, in ODP • Commercial • SW Corner – 96 acres, owned CSURF • No development plans in review Map 14.3 Packet Pg. 191 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Traffic Study Data – Share Allocation 7 Determining Fair Share Based on Traffic Impacts: • Traffic Impact Analyses using MPO Long Range (2040) Regional Traffic Model. Percent use of traffic on interchange was: • Fort Collins 36% • Timnath 7% • Approach 1: Direct Comparison 84%-16% share of $19M • Approach 2: Assuming traffic impacts from other eastern areas • Timnath’s share of interchange costs should be from $2.5 Million 14.3 Packet Pg. 192 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Intersection Cost 8 • Total Cost $31M – includes $7M for Urban Design • CDOT $12M - 50% of base design • City/Property Owners/Timnath $19M Total FC Property Timnath Overpass Cost $ 19.000 $ 8.250 $ 8.250 $ 2.500 TCEF Reduction $ 0.700 $ 0.700 Less ROW Value $ 0.500 Debt Obligation $ 17.100 $ 7.550 $ 7.050 $ 2.500 % Share 44% 41% 15% Borrow ‐ Principle 17,100,000 Term 20 Interest 4.50% Total FC Property Timnath Payment Share $1,314,582 $580,415 541,977 192,190 Partners Share Allocation 14.3 Packet Pg. 193 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Cost Sharing Arrangement 9 Interchange Metro District • Imposes min. 7.500 Mill • Authorizes up to $10.0 million in debt • No Eminent Doman w/out Council Consent • Capital Pledge Agreement • Only debt allowed by plan • Commits three revenue sources to funding Owner’s Share • District terminates upon full payment Binding Agreement & Capital Pledge • Defines Owners Share • Requires Consideration of Project Service Plans • Commits City to Funding • Stipulates Revenue Sources • Min. 7.500 up to 10.000 Mills (Metro) • 0.75% PIF (Covenant) • Fees due at Construction (Metro) 14.3 Packet Pg. 194 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Cash Flow Summaries 10 Base Case Growth Slow Growth 14.3 Packet Pg. 195 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Project District Service Plans 11 Current Policy • Maximum Mill Levy – 40.000 Mills - No • Recent example – 65.000 Mills Foothills • Maximum Debt Limit & Term - Generally • No Eminent Doman w/out Council Consent - Yes • 90%/10% Commercial vs. Residential - Varies • Basic Infrastructure - No Overview • Enables each corner to use a metro district to fund infrastructure • Constrained by Approved Development Plan • Up to 80.000 mills less Interchange • Initially – 50.000 Mills Debt & 20.000 Mills O&M • Requires execution of • Capital Pledge Agreement & • PIF Covenant 14.3 Packet Pg. 196 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) 12 Next Steps: • Complete IGA with Town of Timnath • I-25 Corridor construction commences summer 2018 • Prospect interchange construction 2019-2021 Public-Private Funding Partnership 14.3 Packet Pg. 197 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) 13 14.3 Packet Pg. 198 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) General Fund Existing Debt Service 14 Debt Project 2017 2018 2019 2020 2021 2001 ALPs Police Annex 60 62 64 65 67 2007 COPs* 215 N Mason, Civ. Ctr. Parking 1,106 1,093 - - - 2012 COPs** Police HQ 2,107 2,060 2,022 1,940 1,939 2017 COPs* Hotel Parking - 960 660 661 661 Total Debt Service 3,273 4,175 2,746 2,666 2,667 Freed Gen. Fund Capacity - - 433 432 432 $ in 000’s * City portion only; excludes DDA contributions of $300K annually toward these COPs ** Excludes debt amounts serviced by Natural Areas and Transportation Funds 14.3 Packet Pg. 199 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Alternative 1: Traditional COP Financing 15 New Debt Project Term Rate 2017 2018 2019 2020 2021 2018 COPs I-25 / Prospect 20yr 4.5% - - 1,307 1,307 1,307 2018 COPs Police Training Facility 20yr 4.5% - - 653 653 653 New Debt Service -- 1,960 1,960 1,960 Add: Existing Debt Service (prev. slide) 3,273 4,175 2,746 2,666 2,667 Alternative 1 Total GF Debt Service 3,273 4,175 4,706 4,626 4,627 Available General Fund Capacity (prev. slide) (433) (432) (432) Alternative 1 Funding Shortfall on New Debt Svc. 1,527 1,528 1,528 $ in 000’s • Assumes $17M borrowed for Prospect I-25; $8.5M borrowed for Police Training Facility • Most likely would be bundled into one issuance Funding via maturity of existing debt service is insufficient to fund new debt service by $1.5M/yr; Potential backfill from 1) agreements with I-25 partners and/or 2) restructuring existing debt A B A - B 14.3 Packet Pg. 200 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) Natural Areas and Transportation to pay off $1.3M and $0.8M from reserves, respectively Refinance frees cashflow near-term; adds to total interest cost for FCPS HQ by pushing maturity out Timnath to contribute at least $190K/yr; Property owners share depends on pace of development Alternative 2: Refinance 2012 COPs 20 years @ 4.5% 16 Debt Project 2017 2018 2019 2020 2021 2001 ALPs Police Annex 60 62 64 65 67 2007 COPs 215 N Mason, Civ. Ctr. Parking 1,106 1,093 - - - 2012 COPs Police HQ, Soapstone, Streets Storage 2,107 2,060 - - - 2017 COPs Hotel Parking - 960 660 661 661 2018 COPs*** I-25/Prospect; Police Training; Refi Police HQ - - 3,073 3,073 3,073 Alt. 2 Total Debt Service 3,273 4,175 3,797 3,799 3,801 Alt. 1 Total Debt Service (prev. slide) 3,273 4,175 4,706 4,626 4,627 Alt. 2 vs. Alt. 1 - - (909) (827) (826) Alt. 1 Funding Shortfall (prev. slide) - - 1,527 1,528 1,528 Alt. 2 Funding Shortfall --618 701 702 $ in 000’s 14.3 Packet Pg. 201 Attachment: Powerpoint presentation (6519 : Funding Improvements for the I-25/Prospect Interchange) -1- RESOLUTION 2018-024 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROVING AND AUTHORIZING THE EXECUTION OF A BINDING AGREEMENT PERTAINING TO DEVELOPMENT OF INTERSTATE HIGHWAY 25 AND PROSPECT ROAD INTERCHANGE AND THE RELATED CAPITAL PLEDGE AGREEMENT WHEREAS, the interchange at Interstate Highway 25 and Prospect Road (the “Interchange”) is owned by the State of Colorado and operated and maintained by the Colorado Department of Transportation (“CDOT”); and WHEREAS, the Interchange is within the City’s boundaries and adjacent to its four corners are several undeveloped parcels of privately-owned land, which parcels are also within the City’s boundaries; and WHEREAS, Fort Collins/I-25 Interchange Corner, LLC (“FCIC”) is the fee title owner of a parcel of land adjacent to the northwest corner of the Interchange (the “FCIC Parcel”); and WHEREAS, Gateway at Prospect Apartments, LLC (“GAPA”) is the fee title owner of a parcel of land also adjacent to the northwest corner of the Interchange (the “GAPA Parcel”); and WHEREAS, a group of tenants in common (“TIC Owners”) are the fee title owners of the three parcels of land adjacent to the northeast corner of the Interchange (the “TIC Owners Parcels”); and WHEREAS, Paradigm Properties LLC (“Paradigm”) is the fee title owner of the two parcels of land adjacent to the southeast corner of the Interchange (the “Paradigm Parcels”); and WHEREAS, the Colorado State University Research Foundation (“CSURF”) is the fee title owner of the two parcels of land adjacent to the southwest corner of the Interchange (the “CSURF Parcels”); and WHEREAS, FCIC, GAPA, the TIC Owners, Paradigm and CSURF are hereafter collectively referred to as the “Property Owners” and the FCIC Parcel, GAPA Parcel, the TIC Owners Parcels, Paradigm Parcels and CSURF Parcels are hereafter collectively referred to as the “Properties”; and WHEREAS, CDOT has notified the City that it is planning a project to significantly modify and improve the Interchange by reconstructing its ramps and bridge and by reconstructing Prospect Road to a configuration with four through lanes, a raised median, left turn lanes and pedestrian and bicycle facilities, and CDOT is expected to begin construction of this project after July 1, 2018 (the “Project”); and WHEREAS, the Project will also include certain urban design improvements requested by the City that are typically required under the City’s development standards (the “Urban Design Features”); and Packet Pg. 202 -2- WHEREAS, the Project and the Urban Design Features will provide significant public benefits to the City and its residents, and they will benefit the Property Owners by materially increasing the value of their Properties; and WHEREAS, CDOT estimates that the total cost of the Project, as originally proposed by it, will be approximately $24 million, but it has indicated that it will only provide $12 million to fund the Project, leaving a $12 million deficit; and WHEREAS, the Urban Design Features planned by the City will add an additional $7 million to the cost of the Project, bringing the total Project cost to $31 million; and WHEREAS, CDOT has asked the City to participate in the Project by funding the $12 million deficit originally identified by CDOT, but the City is only willing to consider funding this deficit if the additional $7 million of Urban Design Features are included in the Project and if the Town of Timnath, Colorado (“Timnath”) and the Property Owners share in funding this $19 million deficit; and WHEREAS, the City has previously entered into an Intergovernmental Agreement dated April 14, 2017, with CDOT in which the City has agreed to contribute $2.25 million in support of CDOT’s project to improve I-25 from Colorado Highway 402 to Colorado Highway 14 (the “CDOT IGA”); and WHEREAS, on January 2, 2018, the City Council adopted Resolution 2018-004 approving an amendment to the CDOT IGA, in which amendment the City has agreed to share in the cost of the Interchange Project as proposed by CDOT and CDOT has agreed to add the Urban Design Features to the Project, which amendment the City and CDOT entered into on January 18, 2018 (the “Amended IGA”); and WHEREAS, the City has also asked Timnath to share in funding the City’s commitment to CDOT under the Amended IGA since Timnath will also experience significant public benefits from the Project; and WHEREAS, the City and Timnath have been negotiating a separate agreement under which Timnath would reimburse the City for up to $2.5 million of the $19 million deficit to be paid over a twenty-year period, thereby leaving a $16.5 million deficit (the “Remaining Deficit”); and WHEREAS, the City and the Property Owners have previously negotiated and entered into that certain “Memorandum of Understanding Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” dated January 30, 2018, which City Council approved in Resolution 2018-005 on January 2, 2018 (the “MOU”); and WHEREAS, the City and the Property Owners acknowledged in the MOU that while it is not a binding agreement, the parties nevertheless intended to cooperate in good faith to negotiate and enter into a binding agreement under which the parties would agree to equally share in the payment of the Remaining Deficit; and Packet Pg. 203 -3- WHEREAS, as so intended in the MOU, City staff and the Property Owners have negotiated in good faith the “Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” attached hereto as Exhibit “A” and incorporated herein by reference (the “Binding Agreement”); and WHEREAS, as contemplated in the MOU, the Property Owners agree in the Binding Agreement to equally share the Remaining Deficit by the Property Owners agreeing to reimburse the City over time their $8.25 million share (“Shared Deficit”) to be reduced by a credit of $500,000 representing the value of the Property Owners’ land that will be dedicated to CDOT without receiving compensation as right of way for the Project (the “ROW Credit”) and a credit of $700,000 representing the transportation capital expansion fees anticipated to be paid to the City under Fort Collins Code Section 7.5-32 related to the future development of the Properties (the “TCEF Credit”); and WHEREAS, after the ROW Credit and the TCEF Credit are applied to the Shared Deficit, the Binding Agreement provides that the Property Owners’ portion of the Shared Deficit will be $7,050,000, plus financing costs (“Owners’ Share”); and WHEREAS, the Binding Agreement further provides that the Owners’ Share will accrue interest at the rate the City incurs in financing its funding obligations to CDOT under the Amended IGA and that this adjusted amount will be paid in twenty annual payments of principal and interest from the Pledged Revenues (as hereinafter defined); and WHEREAS, the Property Owners also agree in the Binding Agreement to record against their respective Properties a covenant imposing a public improvement fee at a rate .75%, net of any administrative fees for collection, to be imposed on all future retail sales on the Properties that are also subject to the City’s sales tax under Article III of City Code Chapter 25, as amended (collectively, the “Interchange PIF Covenant”); and WHEREAS, the Binding Agreement provides that the Owners’ Share will be paid by the Interchange Metro District (hereinafter defined) solely from its pledge of a combination of a property tax mill levy of not less than 7.5 mills, but not more than 10 mills, on the Properties (“Property Tax”), fees imposed on and collected from future development occurring on the Properties (“Project Fees”) as provided in the service plan of the proposed I-25/Prospect Interchange Metropolitan District (the “Interchange Metro District”) to be organized under the Colorado Special District Act (the “District Act”), and net revenues from the Interchange PIF Covenant; and WHEREAS, this commitment by the Interchange Metro District to pledge the Property Tax, the Project Fees and the net revenues from the Interchange PIF Covenant (collectively, the “Pledged Revenues”) to the payment of the Owners’ Share is set out in the Capital Pledge Agreement attached as Exhibit “B” to the Binding Agreement (the “Capital Pledge Agreement”); and WHEREAS, as anticipated in the MOU, four of the Property Owners also wish to form other metropolitan districts under the District Act to use to construct and fund some or all of the basic public infrastructure needed in the future development of their individual Properties, Packet Pg. 204 -4- whether such development is commercial or residential, and for maintenance of such infrastructure and for all other purposes allowed by the District Act and the approved service plans (the “Development Metro Districts”); and WHEREAS, the Interchange Metro District and the Development Metro Districts shall be collectively referred to as the “Metro Districts”; and WHEREAS, the Metro Districts cannot be created under the District Act without the Council of the City of Fort Collins (the “City Council”) approving a service plan for each of the Metro Districts (collectively, “Service Plans”) which, together with the District Act, will govern the operation of the Metro Districts and their authority to impose, collect, spend and pledge property taxes and fees, issue debt, and they will delineate the type of basic public infrastructure and services the Metro Districts will be authorized to provide and how the Metro Districts will cooperate with each other, the City and the Property Owners to fund regional and local infrastructure; and WHEREAS, the Binding Agreement contemplates that if all of the Service Plans are not approved by Council, that the Interchange Metro District will not enter into the Capital Pledge Agreement and the Property Owners will not record the Interchange PIF Covenant, however the Binding Agreement also contemplates that the Development Districts will be unable to impose any fees or property tax mill levy or issue any debt unless the Interchange Metro District conducts an election on May 8, 2018, in accordance with Article X, Section 20 of the Colorado Constitution, that authorizes the Interchange Metro District’s Property Tax and the Capital Pledge Agreement, the Interchange Metro District enters into the Capital Pledge Agreement, and the Property Owners record the PIF Covenant against all of their respective Properties; and WHEREAS, the City Council hereby finds that the Binding Agreement is necessary for the public’s health, safety and welfare and is in the best interests of the City and its residents, businesses and public and private organizations. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the Binding Agreement is hereby approved and the Mayor is authorized to execute it substantially in the form attached as Exhibit “A”. Section 3. That provided all the preconditions of the Binding Agreement are satisfied, the City Manager is authorized to execute the Capital Pledge Agreement in substantially the form attached as Exhibit “B” to the Binding Agreement, together with such revisions and amendments as the City Manager, in consultation with the City Attorney, determines to be necessary and appropriate to protect the interests of the City or to effectuate the purposes of this Resolution. Packet Pg. 205 -5- Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March, A.D. 2018. _________________________________ Mayor ATTEST: _____________________________ City Clerk Packet Pg. 206 EXHIBIT A 1 Packet Pg. 207 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 208 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 209 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 210 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 211 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 212 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 213 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 214 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 215 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 216 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 217 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 218 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 219 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 220 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 221 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 222 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 223 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 224 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 225 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) "Election" means the election to be held by the Interchange District on May 8, 2018. "Eligible Operational Costs"means the actual and reasonable operating and administrative expenses incurred by the Interchange District each year in an amount that does not exceed that amount budgeted by the Interchange District for operating and administrative expenses in such year, as such budget may be amended in accordance with the Capital Pledge Agreement. Revenues generated from the Project Mill Levy may be applied by the District to the payment of Eligible Operational Costs and the Interchange District shall receive a credit against the Owners' Share in each year in an amount equal to the Eligible Operational Costs for such year, as further set forth in the Capital Pledge Agreement. "FCIC' means Fort Collins/1-25 Interchange Comer, LLC, a Colorado limited liability Company. "FCIC ParceI'' means the property owned by FCIC and generally described in the MOU. "Formation Costs" means the reasonable and necessary costs, fees and expenses, including attorneys' fees, costs and expenses, incurred by the Owners or the Interchange District in connection with the formation of the Interchange District, including without limitation, drafting and negotiating the service plan for the Interchange District, the preparation of the financing plan attached to the service plan, and the costs of the Election. Formation Costs shall also include the share of the costs of drafting and negotiating the Binding Agreement and the Capital Pledge Agreement that are reasonably related and allocable to the formation of the Interchange District. Formation Costs shall not include the costs incurred in connection with the formation of the Development Districts. Revenues generated from the Project Mill Levy may be applied by the Interchange District to the payment or reimbursement of Formation Costs in an amount not exceeding $200,000 as further set forth in the Capital Pledge Agreement. The Interchange District shall not receive a credit against the Owners' Share in an amount equal to the Formation Costs. "GAPA" means Gateway at Prospect Apartments, LLC, a Colorado limited liability company. "GAPAParceI'' means the property owned by GAPA and generally described in the MOU. "Interchange Districf ' means the 1-25/Prospect Interchange Metropolitan District formed pursuant to the District Act and having boundaries which include all of the Owners' Properties. "Interchange" means the highway interchange currently located at Interstate Highway 1- 25 and Prospect Road in the City. "Interchange District Financing Costs" means the reasonable costs of issuance incurred in connection with the execution and delivery of the Certificates of Participation that are allocable to the financing of the Owners' Share with a portion of the proceeds of the Certificates of Participation, including, without limitation, the fees and expenses of bond counsel, disclosure counsel and counsel to the underwriter, trustee fees and expenses, rating agency fees, insurance premiums, capitalized interest, and similar fees and expenses. If the Certificates of Participation are executed and delivered prior to the ROW Credit being granted, the percentage of costs of 2 1 Packet Pg. 226 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 227 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 228 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 229 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 230 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 231 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 232 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 233 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 234 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 235 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 236 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) Costs. (i) The ROW Credit shall be applied as a credit against the principal amount of the Owners' Share, as provided in Section 2.3 of the Binding Agreement . Upon the granting of such ROW Credit, the Owners have the right under the Binding Agreement to determine how the ROW Credit will be applied against the principal amount of the Owners' Share. Upon receipt of written notice by the Interchange District from the Owners of the application of the ROW Credit, the Interchange District shall provide the City and the Owners with the revised Payment Schedule reflecting such ROW Credit. G) The obligation of the Interchange District to pay the Owners' Share as provided herein shall constitute a special and limited obligation of the Interchange District, payable solely from and to the extent of the Pledged Revenues. The Pledged Revenues are hereby pledged by the Interchange District to the City for the payment of the Owners' Share. The Interchange District hereby elects to apply all of the provisions of the Supplemental Act to this Capital Pledge Agreement and the payment obligations hereunder. (k) In no event shall the total or annual obligations of the Interchange District hereunder exceed the maximum amounts permitted under its electoral authority and applicable law. Section 2.04. Imposition of Project Mill Levy; Eligible Operational Costs; Formation (a) In order to fund a portion of the Owners' Share and to pay for Eligible Operational Costs and Formation Costs, the Interchange District agrees to levy on all of the taxable property in such Interchange District, in addition to all other taxes, direct annual taxes for collection in each of the years when this Agreement is in effect, in the amount of the Project Mill Levy. The Pledged Project Mill Levy Revenues shall be included in the Pledged Revenues and applied as provided herein. (b) The Interchange District shall provide the City with an itemization of the Formation Costs incurred by the Interchange District that are to be paid or reimbursed from revenues generated from the Project Mill Levy, in an amount not exceeding $200,000. The City shall have the right to review the Formation Costs to confirm that such costs, fees and expenses qualify as Formation Costs for purposes of this Agreement. Upon receipt of the net revenues generated from the Project Mill Levy, and after the City's confirmation of the Formation Costs, the Interchange District may apply such revenues to the payment or reimbursement of all or any portion of the Formation Costs until such Formation Costs are paid or reimbursed in full. The Interchange District acknowledges and agrees that it shall not receive a credit against the Owners' Share to the extent that it applies revenues from the Project Mill Levy to the payment of all or any portion of the Formation Costs. ( c) The Interchange District shall provide the City with a copy of its proposed budget for the subsequent fiscal year setting forth the amount of administrative and operating expenses budgeted for the Interchange District for the subsequent fiscal year. If a budget amendment is required due to circumstances that could not have been reasonably foreseen at the time the original budget was adopted, the Interchange District shall provide 5 1 Packet Pg. 237 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 238 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 239 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 240 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 241 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 242 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 243 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 244 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) Section 5.05. Notices. Except as otherwise provided herein, all notices or payments required to be given under this Agreement shall be in writing and shall be hand delivered or sent by certified mail, return receipt requested, or air freight, to the following addresses: 1-25/Prospect Interchange Metropolitan District: With a copy to: City of Fort Collins: With a copy to: White Bear Ankele Tanaka & Waldron c/o Robert G. Rogers, Esq. 2154 E. Commons Ave, Suite 2000 Centennial, CO 80122 303-858-1800 rrogers@wbapc.com Mike Beckstead Chief Financial Officer 300 LaPorte Avenue PO Box 580 Fort Collins, CO 80524 970-221-6795 mbeckstead@fcgov.com John Duval Deputy City Attorney 300 LaPorte A venue PO Box 580 Fort Collins, CO 80524 970-416-2488 jduval@fcgov.com All notices or documents delivered or required to be delivered under the provisions of this Agreement shall be deemed received one day after hand delivery or three days after mailing. Any party by written notice so provided may change the address to which future notices shall be sent, and may provide the manner in which notices may be given, including without limitation, electronic mail. Section 5.06. Findings and Determinations Relative to Service Plan and Electoral Debt Limitations. The Board of Directors of the Interchange District has made, and by approval of this Capital Pledge Agreement hereby makes, the following findings and determinations relative to the limitations on indebtedness set forth in its Service Plan and applicable electoral authorization: (a) Pursuant to its Service Plan, Interchange District is permitted to issue "Debt" (as defined therein) in the maximum principal amount of$ 10 million. The 13 1 Packet Pg. 245 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 246 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 247 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 248 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 249 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 250 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 251 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 252 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 253 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 254 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 255 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) 1 Packet Pg. 256 Attachment: Exhibit A (6544 : Funding Improvements for the I-25/Prospect Interchange - Binding Agreement RESO) -1- RESOLUTION 2018-025 OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS APPROVING THE SERVICE PLAN FOR THE I-25/PROSPECT INTERCHANGE METROPOLITAN DISTRICT WHEREAS, the interchange at Interstate Highway 25 and Prospect Road (the “Interchange”) is owned by the State of Colorado and operated and maintained by the Colorado Department of Transportation (“CDOT”); and WHEREAS, the Interchange is within the City’s boundaries and adjacent to its four corners are several undeveloped parcels of privately-owned land, which parcels are also within the City’s boundaries; and WHEREAS, Fort Collins/I-25 Interchange Corner, LLC (“FCIC”) is the fee title owner of a parcel of land adjacent to the northwest corner of the Interchange (the “FCIC Parcel”); and WHEREAS, Gateway at Prospect Apartments, LLC (“GAPA”) is the fee title owner of a parcel of land also adjacent to the northwest corner of the Interchange (the “GAPA Parcel”); and WHEREAS, a group of tenants in common (“TIC Owners”) are the fee title owners of the three parcels of land adjacent to the northeast corner of the Interchange (the “TIC Owners Parcels”); and WHEREAS, Paradigm Properties LLC (“Paradigm”) is the fee title owner of the two parcels of land adjacent to the southeast corner of the Interchange (the “Paradigm Parcels”); and WHEREAS, the Colorado State University Research Foundation (“CSURF”) is the fee title owner of the two parcels of land adjacent to the southwest corner of the Interchange (the “CSURF Parcels”); and WHEREAS, FCIC, GAPA, the TIC Owners, Paradigm and CSURF are hereafter collectively referred to as the “Property Owners” and the FCIC Parcel, GAPA Parcel, the TIC Owners Parcels, Paradigm Parcels and CSURF Parcels are hereafter collectively referred to as the “Properties”; and WHEREAS, CDOT has notified the City that it is planning a project to significantly modify and improve the Interchange by reconstructing its ramps and bridge and by reconstructing Prospect Road to a configuration with four through lanes, a raised median, left turn lanes and pedestrian and bicycle facilities, and CDOT is expected to begin construction of this project after July 1, 2018 (the “Project”); and WHEREAS, the Project will also include certain urban design improvements requested by the City that are typically required under the City’s development standards (the “Urban Design Features”); and WHEREAS, the Project and the Urban Design Features will provide significant public benefits to the City and its residents, and they will benefit the Property Owners by materially increasing the value of their Properties; and Packet Pg. 257 -2- WHEREAS, CDOT estimates that the total cost of the Project, as originally proposed by it, will be approximately $24 million, but it has indicated that it will only provide $12 million to fund the Project, leaving a $12 million deficit; and WHEREAS, the Urban Design Features planned by the City will add an additional $7 million to the cost of the Project, bringing the total Project cost to $31 million; and WHEREAS, CDOT has asked the City to participate in the Project by funding the $12 million deficit originally identified by CDOT, but the City is only willing to consider funding this deficit if the additional $7 million of Urban Design Features are included in the Project and if the Town of Timnath, Colorado (“Timnath”) and the Property Owners share in funding this $19 million deficit; and WHEREAS, the City has previously entered into an Intergovernmental Agreement dated April 14, 2017, with CDOT in which the City has agreed to contribute $2.25 million in support of CDOT’s project to improve I-25 from Colorado Highway 402 to Colorado Highway 14 (the “CDOT IGA”); and WHEREAS, on January 2, 2018, the City Council adopted Resolution 2018-004 approving an amendment to the CDOT IGA, in which amendment the City has agreed to share in the cost of the Interchange Project as proposed by CDOT and CDOT has agreed to add the Urban Design Features to the Project, which amendment the City and CDOT entered into on January 18, 2018 (the “Amended IGA”); and WHEREAS, the City has also asked Timnath to share in funding the City’s commitment to CDOT under the Amended IGA since Timnath will also experience significant public benefits from the Project; and WHEREAS, the City and Timnath have been negotiating a separate agreement under which Timnath would reimburse the City for up to $2.5 million of the $19 million deficit to be paid over a twenty-year period, thereby leaving a $16.5 million deficit (the “Remaining Deficit”); and WHEREAS, the City and the Property Owners have previously negotiated and entered into that certain “Memorandum of Understanding Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” dated January 30, 2018, which City Council approved in Resolution 2018-005 on January 2, 2018 (the “MOU”); and WHEREAS, the City and the Property Owners acknowledged in the MOU that while it is not a binding agreement, the parties nevertheless intended to cooperate in good faith to negotiate and enter into a binding agreement under which the parties would agree to equally share in the payment of the Remaining Deficit; and WHEREAS, as so intended in the MOU, City staff and the Property Owners have negotiated in good faith a “Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” (the “Binding Agreement”); and Packet Pg. 258 -3- WHEREAS, the City Council has on this date adopted Resolution 2018-024 approving and authorizing the City’s execution of the Binding Agreement; and WHEREAS, the Property Owners agree in the Binding Agreement to equally share the Remaining Deficit by the Property Owners agreeing to reimburse the City over time their $8.25 million share (“Shared Deficit”) to be reduced by a credit of $500,000 representing the value of the Property Owners’ land that will be dedicated to CDOT without receiving compensation as right of way for the Project (the “ROW Credit”) and a credit of $700,000 representing the transportation capital expansion fees anticipated to be paid to the City under Fort Collins Code Section 7.5-32 related to the future development of the Properties (the “TCEF Credit”); and WHEREAS, after the ROW Credit and the TCEF Credit are applied to the Shared Deficit, the Binding Agreement provides that the Property Owners’ portion of the Shared Deficit will be $7,050,000, plus financing costs (“Owners’ Share”); and WHEREAS, the Binding Agreement further provides that the Owners’ Share will accrue interest at the rate the City incurs in financing its funding obligations to CDOT under the Amended IGA and that this adjusted amount will be paid in twenty annual payments of principal and interest from the Pledged Revenues (as hereinafter defined); and WHEREAS, the Property Owners also agree in the Binding Agreement to record against their respective Properties a covenant imposing a public improvement fee at a rate .75%, net of any administrative fees for collection, to be imposed on all future retail sales on the Properties that are also subject to the City’s sales tax under Article III of City Code Chapter 25, as amended (collectively, the “Interchange PIF Covenant”); and WHEREAS, to pay most of the Owners’ Share, the Binding Agreement contemplates that the Property Owners will organize a metropolitan district under the provisions of Article 1 of Title 32 of the Colorado Revised Statutes (the “Special District Act”); and WHEREAS, on July 15, 2008, the City Council adopted Resolution 2008-069 creating a Policy for Reviewing Proposed Service Plans for Title 32 metropolitan districts (the “City Policy”) setting forth criteria to serve as a guide for Council’s consideration of metropolitan district service plans, but retaining to Council the full discretion and authority regarding the terms and conditions of the service plans it considers and approves; and WHEREAS, the Property Owners have submitted to the City, in accordance with the City Policy, the “Service Plan for I-25/Prospect Interchange Metropolitan District, City of Fort Collins, Colorado” attached as Exhibit “A” and incorporated by reference (the “Service Plan”) to create this metropolitan district (the “Interchange Metro District”); and WHEREAS, the Service Plan proposes the creation of the Interchange Metro District for the sole purpose of paying the Owners’ Share through the Interchange Metro District’s pledge of a combination of a property tax mill levy of not less than 7.5 mills, but not more than 10 mills, on the Properties (“Property Tax”), fees imposed by it on and collected from future development occurring on the Properties (“Project Fees”) and the net revenues from the Interchange PIF Covenant collected by the Interchange Metro District (“PIF Revenues”); and Packet Pg. 259 -4- WHEREAS, the Interchange Metro District’s commitment to pledge the Property Tax, the Project Fees and the PIF Revenues (collectively, the “Pledged Revenues”) to the payment of the Owners’ Share is set out in the Capital Pledge Agreement attached as Exhibit “D” to the Service Plan (the “Capital Pledge Agreement”); and WHEREAS, the Interchange Metro District cannot be created under the Special District Act without the City Council approving the Service Plan; and WHEREAS, in accordance with Subsection B of the Review and Approval Process section of the City Policy and Colorado Revised Statutes Section 32-1-204.5, the Property Owners complied with all notification requirements for City Council’s public hearing on the Service Plan as evidenced by the “Certificate of Mailing Notice of Service Plan Hearing” dated February 28, 2018, attached hereto as Exhibit “B” and incorporated herein by reference (the “Notice Requirements”); and WHEREAS, in addition to compliance with the Notice Requirements, the Petitioners published notice of the Public Hearing in the Coloradoan, a newspaper of general circulation within the Interchange Metro District; and WHEREAS, the City Council has reviewed the Service Plan and considered the testimony and evidence presented at a public hearing on March 6, 2018 (the “Public Hearing”); and WHEREAS, the Special District Act requires that any service plan submitted to the district court for the creation of a metropolitan district must first be approved by a resolution of the governing body of the municipality within which the proposed district lies; and WHEREAS, the City Council wishes to approve the Service Plan for the Interchange Metro District. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT COLLINS, COLORADO, as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby determines that the City’s notification requirements have been complied with regarding the Public Hearing on the Service Plan. Section 3. That the City Council hereby finds that the Service Plan contains, or sufficiently provides for, the items described in Colorado Revised Statutes Section 32-1-202(2), and that: a. There is sufficient existing and projected need for organized service in the area to be serviced by the proposed Interchange Metro District; Packet Pg. 260 -5- b. The existing service in the area to be served by the proposed Interchange Metro District is inadequate for present and projected needs; c. The proposed Interchange Metro District is capable of providing economical and sufficient service to the area within their proposed boundaries; and d. The area to be included within the proposed Interchange Metro District has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. Section 4. That the City Council’s findings are based solely upon the evidence in the Service Plan as presented at the Public Hearing and the City has not conducted any independent investigation of the evidence. The City makes no guarantee as to the financial viability of the Interchange Metro District or the achievability of the desired results. Section 5. That the City Council hereby approves the Service Plan. Section 6. That the City Council’s approval of the Service Plan is not a waiver or a limitation upon any power that the City or the City Council is legally permitted to exercise with respect to the property within the Interchange Metro District. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March A.D. 2018. ____________________________________ Mayor ATTEST: ______________________________ City Clerk Packet Pg. 261 EXHIBIT A 1 Packet Pg. 262 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 263 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 264 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 265 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 266 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 267 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 268 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 269 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 270 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 271 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 272 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 273 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 274 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 275 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 276 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 277 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 278 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 279 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 280 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 281 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 282 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 283 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 284 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 285 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 286 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 287 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 288 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 289 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) Costs. application of the ROW Credit, the Interchange District shall provide the City and the Owners with the revised Payment Schedule reflecting such ROW Credit. G) The obligation of the Interchange District to pay the Owners' Share as provided herein shall constitute a special and limited obligation of the Interchange District, payable solely from and to the extent of the Pledged Revenues. The Pledged Revenues are hereby pledged by the Interchange District to the City for the payment of the Owners' Share. The Interchange District hereby elects to apply all of the provisions of the Supplemental Act to this Capital Pledge Agreement and the payment obligations hereunder. (k) In no event shall the total or annual obligations of the Interchange District hereunder exceed the maximum amounts permitted under its electoral authority and applicable law. Section 2.04. Imposition of Project Mill Levy; Eligible Operational Costs; Formation (a) In order to fund a portion of the Owners' Share and to pay for Eligible Operational Costs and Formation Costs, the Interchange District agrees to levy on all of the taxable property in such Interchange District, in addition to all other taxes, direct annual taxes for collection in each of the years when this Agreement is in effect, in the amount of the Project Mill Levy. The Pledged Project Mill Levy Revenues shall be included in the Pledged Revenues and applied as provided herein. (b) The Interchange District shall provide the City with an itemization of the Formation Costs incurred by the Interchange District that are to be paid or reimbursed from revenues generated from the Project Mill Levy, in an amount not exceeding$200,000. The City shall have the right to review the Formation Costs to confirm that such costs, fees and expenses qualify as Formation Costs for purposes of this Agreement. Upon receipt of the net revenues generated from the Project Mill Levy, and after the City's confirmation of the Formation Costs, the Interchange District may apply such revenues to the payment or reimbursement of all or any portion of the Formation Costs until such Formation Costs are paid or reimbursed in full. The Interchange District acknowledges and agrees that it shall not receive a credit against the Owners' Share to the extent that it applies revenues from the Project Mill Levy to the payment of all or any portion of the Formation Costs. ( c) The Interchange District shall provide the City with a copy of its proposed budget for the subsequent fiscal year setting forth the amount of administrative and operating expenses budgeted for the Interchange District for the subsequent fiscal year. If a budget amendment is required due to circumstances that could not have been reasonably foreseen at the time the original budget was adopted, the Interchange District shall provide the City with a copy of the proposed budget amendment setting forth the amount of additional administrative and operating expenses anticipated for the applicable year, and the reason for the increase. The City shall have the right to review the budget and any subsequent budget amendment to confirm that the amount so budgeted for administrative and operating expenses is reasonable, and that any amendment to the budget was the result 5 1 Packet Pg. 290 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 291 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 292 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 293 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 294 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 295 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 296 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 297 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 298 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 299 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 300 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 301 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 302 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 303 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) "Election" means the election to be held by the Interchange District on May 8, 2018. "Eligible Operational Costs" means the actual and reasonable operating and administrative expenses incurred by the Interchange District each year in an amount that does not exceed that amount budgeted by the Interchange District for operating and administrative expenses in such year, as such budget may be amended in accordance with the Capital Pledge Agreement. Revenues generated from the Project Mill Levy may be applied by the District to the payment of Eligible Operational Costs and the Interchange District shall receive a credit against the Owners' Share in each year in an amount equal to the Eligible Operational Costs for such year, as further set forth in the Capital Pledge Agreement. "FCIC' means Fort Collins/1-25 Interchange Corner, LLC, a Colorado limited liability Company. "FCIC ParceI'' means the property owned by FCIC and generally described in the MOU. "Formation Costs" means the reasonable and necessary costs, fees and expenses, including attorneys' fees, costs and expenses, incurred by the Owners or the Interchange District in connection with the formation of the Interchange District, including without limitation, drafting and negotiating the service plan for the Interchange District, the preparation of the financing plan attached to the service plan, and the costs of the Election. Formation Costs shall also include the share of the costs of drafting and negotiating the Binding Agreement and the Capital Pledge Agreement that are reasonably related and allocable to the formation of the Interchange District. Formation Costs shall not include the costs incurred in connection with the formation of the Development Districts. Revenues generated from the Project Mill Levy may be applied by the Interchange District to the payment or reimbursement of Formation Costs in an amount not exceeding $200,000 as further set forth in the Capital Pledge Agreement. The Interchange District shall not receive a credit against the Owners' Share in an amount equal to the Formation Costs. "GAP A" means Gateway at P rospect Apartments, LLC, a Colorado limited liability company. "GAPA ParceI'' means the property owned by GAPA and generally described in the MOU. "Interchange Districf' means the 1-25/Prospect Interchange Metropolitan District formed pursuant to the District Act and having boundaries which include all of the Owners' Properties. "Interchange" means the highway interchange currently located at Interstate Highway 1- 25 and Prospect Road in the City. "Interchange District Financing Costs" means the reasonable costs of issuance incurred in connection with the execution and delivery of the Certificates of Participation that are allocable to the financing of the Owners' Share with a portion of the proceeds of the Certificates of Participation, including, without limitation, the fees and expenses of bond counsel, disclosure counsel and counsel to the underwriter, trustee fees and expenses, rating agency fees, insurance premiums, capitalized interest, and similar fees and expenses. If the Certificates of Participation are executed and delivered prior to the ROW Credit being granted, the percentage of costs of 2 1 Packet Pg. 304 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 305 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 306 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 307 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 308 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 309 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 310 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 311 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 312 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 313 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 314 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 315 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1 Packet Pg. 316 Attachment: Exhibit A (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 1587.0003:884429 CERTIFICATE CONCERNING NOTICES OF PUBLIC HEARING ON SERVICE PLAN IN RE THE ORGANIZATION OF I-25 PROSPECT INTERCHANGE METROPOLITAN DISTRICT, CITY OF FORT COLLINS, COUNTY OF LARIMER, STATE OF COLORADO I, Abby Franz, a paralegal at the law firm of White Bear Ankele Tanaka & Waldron Professional Corporation, acting on behalf of I-25 Prospect Interchange Metropolitan District (the “District”), do hereby certify as follows: 1. That the City Council of the City of Fort Collins (the “City Council”) set a public hearing for Tuesday, March 6, 2018 at 6:00 p.m. at the City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado (the “Hearing”), for the purpose of considering the Consolidated Service Plan (the “Service Plan”) for the Districts and to form a basis for adopting a resolution approving, conditionally approving or disapproving the Service Plan; 2. That, pursuant to § 32-1-204.5, C.R.S., and the City of Fort Collins Policy for Reviewing Proposed Service Plans for Title 32 Metropolitan Districts, dated July 9, 2008, the Notice of Public Hearing on Consolidated Service Plan, a copy of which is attached hereto as Exhibit A and incorporated herein by this reference, was sent by U.S. mail on February 14, 2018, more than ten (10) days prior to the Hearing, to the property owners within the proposed Districts as listed on the records of the County Assessor, as set forth on the list attached hereto as Exhibit B and incorporated herein by this reference and; 3. That the Notice of Public Hearing on Consolidated Service Plan was further published on February 12, 2018 in The Coloradoan. A copy of the Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan is attached hereto as Exhibit C and incorporated herein by this reference Signed this 28 th day of February, 2018. By: Abby Franz, Paralegal 2 Packet Pg. 317 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) EXHIBIT A TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Notice of Public Hearing on Consolidated Service Plan for Property Owners) 2 Packet Pg. 318 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) NOTICE OF PUBLIC HEARING FOR THE ORGANIZATION OF A SPECIAL DISTRICT IN RE THE ORGANIZATION OF I-25/PROSPECT INTERCHANGE METROPOLITAN DISTRICT, CITY OF FT. COLLINS, COUNTY OF LARIMER, STATE OF COLORADO NOTICE IS HEREBY GIVEN that, pursuant to § 32-1-204(1), C.R.S., a Service Plan (the “Service Plan”) for the proposed I-25/Prospect Metropolitan District (“District”) has been filed and is available for public inspection in the office of the City Clerk of the City of Ft. Collins. A public hearing on the Service Plan will be held by the City Council of the City of Ft. Collins (the “City Council”) on Tuesday, March 6, 2018, at 6:00 p.m., at City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado, or as soon thereafter as the City Council may hear such matter. The District is a metropolitan district. Public improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed, specifically including related eligible costs for acquisition and administration, as authorized by the Special District Act, except as specifically limited in Section V of the District’s Service Plan to serve the future taxpayers and property owners of the District as determined by the Board of the District in its discretion. The maximum mill levy the District is permitted to impose upon the taxable property within the District for payment of Debt and shall be Ten (10) mills, subject to the limitations set forth in the Service Plan. The proposed district will overlay the four corners of the Prospect/I-25 Intersection. A description of the land contained within the boundaries of the proposed Districts is as follows: Tracts of land located in Sections 15,16, 21, and 22, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, containing approximately 471.428 acres, as further described in the Service Plan. NOTICE IS FURTHER GIVEN that pursuant to § 32-1-203(3.5), C.R.S., any person owning property in the proposed District may request that such property be excluded from the District by submitting such request to the Board of County Commissioners of Larimer County no later than ten days prior to the public hearing. All protests and objections must be submitted in writing to the City Manager at or prior to the public hearing or any continuance or postponement thereof in order to be considered. All protests and objections to the District shall be deemed to be waived unless presented at the time and in the manner specified herein. BY ORDER OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS 2 Packet Pg. 319 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) EXHIBIT B TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Mailing List of Property Owners) 2 Packet Pg. 320 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) Paradigm Properties LLC P.O. Box 3236 Ventura, CA 93006 Colorado State University P.O. Box 483 Fort Collins, CO 80522 Fort Collins/I25 Interchange Corner, LLC 2 N. Cascade Ave., Suite 590 Colorado Springs, CO 80903 CW Subtrust White Eric S C/O AGUR Foundation 4 W. Dry Creek Circle, Suite 100 Littleton, CO 80120 2 Packet Pg. 321 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) EXHIBIT C TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 322 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) 2 Packet Pg. 323 Attachment: Exhibit B (6543 : Funding Improvements for the I-25/Prospect Interchange - Service Plan RESO) -1- RESOLUTION 2018-026 OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS APPROVING THE CONSOLIDATED SERVICE PLAN FOR THE SW PROSPECT I-25 METROPOLITAN DISTRICT NOS. 1-7 WHEREAS, the interchange at Interstate Highway 25 and Prospect Road (the “Interchange”) is owned by the State of Colorado and operated and maintained by the Colorado Department of Transportation (“CDOT”); and WHEREAS, the Interchange is within the City’s boundaries and adjacent to its four corners are several undeveloped parcels of privately-owned land, which parcels are also within the City’s boundaries; and WHEREAS, Fort Collins/I-25 Interchange Corner, LLC (“FCIC”) is the fee title owner of a parcel of land adjacent to the northwest corner of the Interchange (the “FCIC Parcel”); and WHEREAS, Gateway at Prospect Apartments, LLC (“GAPA”) is the fee title owner of a parcel of land also adjacent to the northwest corner of the Interchange (the “GAPA Parcel”); and WHEREAS, a group of tenants in common (“TIC Owners”) are the fee title owners of the three parcels of land adjacent to the northeast corner of the Interchange (the “TIC Owners Parcels”); and WHEREAS, Paradigm Properties LLC (“Paradigm”) is the fee title owner of the two parcels of land adjacent to the southeast corner of the Interchange (the “Paradigm Parcels”); and WHEREAS, the Colorado State University Research Foundation (“CSURF”) is the fee title owner of the two parcels of land adjacent to the southwest corner of the Interchange (the “CSURF Parcels”); and WHEREAS, FCIC, GAPA, the TIC Owners, Paradigm and CSURF are hereafter collectively referred to as the “Property Owners” and the FCIC Parcel, GAPA Parcel, the TIC Owners Parcels, Paradigm Parcels and CSURF Parcels are hereafter collectively referred to as the “Properties”; and WHEREAS, CDOT has notified the City that it is planning a project to significantly modify and improve the Interchange by reconstructing its ramps and bridge and by reconstructing Prospect Road to a configuration with four through lanes, a raised median, left turn lanes and pedestrian and bicycle facilities, and CDOT is expected to begin construction of this project after July 1, 2018 (the “Project”); and WHEREAS, the Project will also include certain urban design improvements requested by the City that are typically required under the City’s development standards (the “Urban Design Features”); and WHEREAS, the Project and the Urban Design Features will provide significant public benefits to the City and its residents, and they will benefit the Property Owners by materially increasing the value of their Properties; and Packet Pg. 324 -2- WHEREAS, CDOT estimates that the total cost of the Project, as originally proposed by it, will be approximately $24 million, but it has indicated that it will only provide $12 million to fund the Project, leaving a $12 million deficit; and WHEREAS, the Urban Design Features planned by the City will add an additional $7 million to the cost of the Project, bringing the total Project cost to $31 million; and WHEREAS, CDOT has asked the City to participate in the Project by funding the $12 million deficit originally identified by CDOT, but the City is only willing to consider funding this deficit if the additional $7 million of Urban Design Features are included in the Project and if the Town of Timnath, Colorado (“Timnath”) and the Property Owners share in funding this $19 million deficit; and WHEREAS, the City has previously entered into an Intergovernmental Agreement dated April 14, 2017, with CDOT in which the City has agreed to contribute $2.25 million in support of CDOT’s project to improve I-25 from Colorado Highway 402 to Colorado Highway 14 (the “CDOT IGA”); and WHEREAS, on January 2, 2018, the City Council adopted Resolution 2018-004 approving an amendment to the CDOT IGA, in which amendment the City has agreed to share in the cost of the Interchange Project as proposed by CDOT and CDOT has agreed to add the Urban Design Features to the Project, which amendment the City and CDOT entered into on January 18, 2018 (the “Amended IGA”); and WHEREAS, the City has also asked Timnath to share in funding the City’s commitment to CDOT under the Amended IGA since Timnath will also experience significant public benefits from the Project; and WHEREAS, the City and Timnath have been negotiating a separate agreement under which Timnath would reimburse the City for up to $2.5 million of the $19 million deficit to be paid over a twenty-year period, thereby leaving a $16.5 million deficit (the “Remaining Deficit”); and WHEREAS, the City and the Property Owners have previously negotiated and entered into that certain “Memorandum of Understanding Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” dated January 30, 2018, which City Council approved in Resolution 2018-005 on January 2, 2018 (the “MOU”); and WHEREAS, the City and the Property Owners acknowledged in the MOU that while it is not a binding agreement, the parties nevertheless intended to cooperate in good faith to negotiate and enter into a binding agreement under which the parties would agree to equally share in the payment of the Remaining Deficit; and WHEREAS, as so intended in the MOU, City staff and the Property Owners have negotiated in good faith a “Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” (the “Binding Agreement”); and Packet Pg. 325 -3- WHEREAS, the City Council has on this date adopted Resolution 2018-024 approving and authorizing the City’s execution of the Binding Agreement; and WHEREAS, the Property Owners agree in the Binding Agreement to equally share the Remaining Deficit by the Property Owners agreeing to reimburse the City over time their $8.25 million share (“Shared Deficit”) to be reduced by a credit of $500,000 representing the value of the Property Owners’ land that will be dedicated to CDOT without receiving compensation as right of way for the Project (the “ROW Credit”) and a credit of $700,000 representing the transportation capital expansion fees anticipated to be paid to the City under Fort Collins Code Section 7.5-32 related to the future development of the Properties (the “TCEF Credit”); and WHEREAS, after the ROW Credit and the TCEF Credit are applied to the Shared Deficit, the Binding Agreement provides that the Property Owners’ portion of the Shared Deficit will be $7,050,000, plus financing costs (“Owners’ Share”); and WHEREAS, the Binding Agreement further provides that the Owners’ Share will accrue interest at the rate the City incurs in financing its funding obligations to CDOT under the Amended IGA and that this adjusted amount will be paid in twenty annual payments of principal and interest from the Pledged Revenues (as hereinafter defined); and WHEREAS, the Property Owners also agree in the Binding Agreement to record against their respective Properties a covenant imposing a public improvement fee at a rate .75%, net of any administrative fees for collection, to be imposed on all future retail sales on the Properties that are also subject to the City’s sales tax under Article III of City Code Chapter 25, as amended (collectively, the “Interchange PIF Covenant”); and WHEREAS, to pay the Owners’ Share, the Binding Agreement contemplates that the Property Owners will organize a metropolitan district under the provisions of Article 1 of Title 32 of the Colorado Revised Statutes (the “Special District Act”); and WHEREAS, on July 15, 2008, the City Council adopted Resolution 2008-069 creating a Policy for Reviewing Proposed Service Plans for Title 32 metropolitan districts (the “City Policy”) setting forth criteria to serve as a guide for Council’s consideration of metropolitan district service plans, but retaining to Council the full discretion and authority regarding the terms and conditions of the service plans it considers and approves; and WHEREAS, the Property Owners have submitted to the City, in accordance with the City Policy, the “Service Plan for I-25/Prospect Interchange Metropolitan District, City of Fort Collins, Colorado” (the “Interchange Service Plan”) to create this metropolitan district (the “Interchange Metro District”); and WHEREAS, the Interchange Service Plan proposes the creation of the Interchange Metro District for the sole purpose of paying the Owners’ Share through the Interchange Metro District’s pledge of a combination of a property tax mill levy of not less than 7.5 mills, but not more than 10 mills, on the Properties (“Property Tax”), fees imposed by it on and collected from future development occurring on the Properties (“Project Fees”) and the net revenues from the Interchange PIF Covenant collected by the Interchange Metro District (“PIF Revenues”); and Packet Pg. 326 -4- WHEREAS, the Interchange Metro District’s commitment to pledge the Property Tax, the Project Fees and the PIF Revenues (collectively, the “Pledged Revenues”) to the payment of the Owners’ Share is set out in the Capital Pledge Agreement attached as Exhibit “D” to the Interchange Service Plan (the “Capital Pledge Agreement”); and WHEREAS, as anticipated in the MOU, four of the Property Owners also wish to form other metropolitan districts under the District Act to use to construct and fund some or all of the basic public infrastructure needed in the future development of their individual Properties, whether such development is commercial or residential, and for maintenance of such infrastructure and for all other purposes allowed by the District Act and the approved service plans (the “Development Metro Districts”); and WHEREAS, the Interchange Metro District and the Development Metro Districts shall be collectively referred to as the “Metro Districts”; and WHEREAS, the Metro Districts cannot be created under the District Act without the City Council approving a service plan for each of the Metro Districts (collectively, “Service Plans”) which, together with the District Act, will govern the operation of the Metro Districts and their authority to impose, collect, spend and pledge property taxes and fees, issue debt, and they will delineate the type of basic public infrastructure and services the Metro Districts will be authorized to provide and how the Metro Districts will cooperate with each other, the City and the Property Owners to fund regional and local infrastructure; and WHEREAS, the Binding Agreement contemplates that if all of the Service Plans are not approved by Council, that the Interchange Metro District will not enter into the Capital Pledge Agreement and the Property Owners will not record the Interchange PIF Covenant, however the Binding Agreement also contemplates that the Development Districts will be unable to impose any fees or property tax mill levy or issue any debt unless the Interchange Metro District conducts a TABOR election on May 8, 2018, in accordance with Article X, Section 20 of the Colorado Constitution, that authorizes the Interchange Metro District’s Property Tax and the Capital Pledge Agreement, the Interchange Metro District enters into the Capital Pledge Agreement, and the Property Owners record the PIF Covenant against all of their respective Properties; and WHEREAS, CSURF, as the owner of the CSURF Parcels, has submitted to the City, in accordance with the City Policy, the “Consolidated Service Plan for SW Prospect I-25 Metropolitan District Nos. 1-7” attached hereto as Exhibit “A” and incorporated herein by reference (the “SW Prospect I-25 Service Plan”); and WHEREAS, in accordance with Subsection B of the Review and Approval Process section of the City Policy and Colorado Revised Statutes Section 32-1-204.5, CSURF has complied with all notification requirements for City Council’s public hearing on the SW Prospect I-25 Service Plan as evidenced by the “Certificate of Mailing Notice of Service Plan Hearing” dated February 28, 2018, attached hereto as Exhibit “B” and incorporated herein by reference (the “Notice Requirements”); and Packet Pg. 327 -5- WHEREAS, in addition to compliance with the Notice Requirements, CSURF has caused to be published a notice of the Public Hearing in the Coloradoan, a newspaper of general circulation within the boundaries of the proposed SW Prospect I-25 Metropolitan District Nos. 1- 7 (the “SW Prospect I-25 Metro Districts”); and WHEREAS, the City Council has reviewed the SW Prospect I-25 Service Plan and considered the testimony and evidence presented at a public hearing on March 6, 2018 (the “Public Hearing”); and WHEREAS, the Special District Act requires that any service plan submitted to the district court for the creation of a metropolitan district must first be approved by a resolution of the governing body of the municipality within which the proposed district lies; and WHEREAS, the City Council wishes to approve the SW Prospect I-25 Service Plan. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT COLLINS, COLORADO, as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby determines that the City’s notification requirements have been complied with regarding the Public Hearing on the SW Prospect I-25 Service Plan. Section 3. That the City Council hereby finds that the SW Prospect I-25 Service Plan contains, or sufficiently provides for, the items described in Colorado Revised Statutes Section 32-1-202(2), and that: a. There is sufficient existing and projected need for organized service in the area to be serviced by the proposed SW Prospect I-25 Metro Districts; b. The existing service in the area to be served by the proposed SW Prospect I-25 Metro Districts is inadequate for present and projected needs; c. The proposed SW Prospect I-25 Metro Districts are capable of providing economical and sufficient service to the area within their proposed boundaries; and d. The area to be included within the proposed SW Prospect I-25 Metro Districts has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. Section 4. That the City Council’s findings are based solely upon the evidence in the SW Prospect I-25 Service Plan as presented at the Public Hearing and the City has not conducted Packet Pg. 328 -6- any independent investigation of the evidence. The City makes no guarantee as to the financial viability of the SW Prospect I-25 Metro Districts or the achievability of the desired results. Section 5. That the City Council hereby approves the SW Prospect I-25 Service Plan. Section 6. That the City Council’s approval of the SW Prospect I-25 Service Plan is not a waiver or a limitation upon any power that the City or the City Council is legally permitted to exercise with respect to the property within the SW Prospect I-25 Metro Districts. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March A.D. 2018. ____________________________________ Mayor ATTEST: ______________________________ City Clerk Packet Pg. 329 CONSOLIDATED SERVICE PLAN FOR SW PROSPECT I25 METROPOLITAN DISTRICT NOS. 1-7 CITY OF FORT COLLINS, COLORADO Prepared by: White Bear Ankele Tanaka & Waldron, Professional Corporation 748 Whalers Way, Suite 210 Fort Collins, Colorado 80525 March 6, 2018 EXHIBIT A 1 Packet Pg. 330 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) i TABLE OF CONTENTS I. INTRODUCTION .............................................................................................................. 1 A. Purpose and Intent................................................................................................... 1 B. Need for the Districts. ............................................................................................. 2 C. Objective of the City Regarding Districts’ Service Plan. ....................................... 2 II. DEFINITIONS .................................................................................................................... 3 III. BOUNDARIES ................................................................................................................... 6 IV. PROPOSED LAND USE AND ASSESSED VALUATION ............................................. 6 V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES ....... 7 A. Powers of the Districts and Service Plan Amendment. .......................................... 7 1. Operations and Maintenance....................................................................... 7 2. Development Standards. ............................................................................. 7 3. Privately Placed Debt Limitation. ............................................................... 7 4. Inclusion and Exclusion Limitation. ........................................................... 8 5. Maximum Debt Authorization. ................................................................... 8 6. Monies from Other Governmental Sources. ............................................... 8 7. Consolidation Limitation. ........................................................................... 8 8. Eminent Domain Limitation. ...................................................................... 8 9. Service Plan Amendment Requirement. ..................................................... 9 B. Infrastructure Preliminary Development Plan. ....................................................... 9 VI. FINANCIAL PLAN.......................................................................................................... 10 A. General. ................................................................................................................. 10 B. Maximum Voted Interest Rate and Maximum Underwriting Discount. .............. 11 C. Maximum Mill Levies. ......................................................................................... 11 D. Debt Issuance and Maturity. ................................................................................. 12 E. Security for Debt. .................................................................................................. 12 F. TABOR Compliance. ............................................................................................ 12 G. Districts’ Operating Costs. .................................................................................... 12 H. Elections. ............................................................................................................... 13 VII. ANNUAL REPORT ......................................................................................................... 13 A. General. ................................................................................................................. 13 B. Reporting of Significant Events. ........................................................................... 13 VIII. DISSOLUTION ................................................................................................................ 14 IX. PROPOSED AND EXISTING INTERGOVERNMENTAL AGREEMENTS AND EXTRATERRITORIAL SERVICE AGREEMENTS ..................................................... 14 X. MATERIAL MODIFICATIONS ..................................................................................... 14 XI. SANCTIONS .................................................................................................................... 15 1 Packet Pg. 331 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 ii XII. INTERGOVERNMENTAL AGREEMENT WITH CITY .............................................. 16 XIII. CONCLUSION ................................................................................................................. 16 XIV. RESOLUTION OF APPROVAL ..................................................................................... 16 1 Packet Pg. 332 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 iii LIST OF EXHIBITS EXHIBIT A-1 Legal Description of Project Area Boundaries EXHIBIT A-2 Legal Description of District No. 1 EXHIBIT A-3 Legal Description of District No. 2 EXHIBIT A-4 Legal Description of District No. 3 EXHIBIT A-5 Legal Description of District No. 4 EXHIBIT A-6 Legal Description of District No. 5 EXHIBIT A-7 Legal Description of District No. 6 EXHIBIT A-8 Legal Description of District No. 7 EXHIBIT B-1 Project Area Boundary Map EXHIBIT B-2 District No. 1 Boundary Map EXHIBIT B-3 District Nos. 2-7 Boundary Map EXHIBIT B-4 District Nos. 1-7 Estimated Future Boundary Map EXHIBIT C Vicinity Map EXHIBIT D Infrastructure Preliminary Development Plan EXHIBIT E Financial Plan EXHIBIT F Intergovernmental Agreement 1 Packet Pg. 333 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1 I. INTRODUCTION A. Purpose and Intent. The Districts, which are intended to be independent units of local government separate and distinct from the City, are governed by this Service Plan. Except as may otherwise be provided for by State or local law or this Service Plan, the Districts’ activities are subject to review by the City only insofar as they may deviate in a material manner from the requirements of this Service Plan. The Districts are needed to provide Public Improvements to the Project for the benefit of property owners within the Districts and other local development and will result in enhanced benefits to existing and future business owners and/or residents of the City. The primary purpose of the Districts will be to finance the construction of these Public Improvements. The Districts are being organized under a multiple-district structure. As the Project is anticipated to be built over an extended period of time, this will allow for a phased absorption of the Project and corresponding Public Improvements. Additionally, such structure assures proper coordination of the powers and authorities of the independent Districts and avoids confusion regarding the separate, but coordinated, purposes of the Districts that could arise if separate service plans were used. Under such structure, District No. 7, as the service district, is responsible for managing the construction and operation of the facilities and improvements needed for the Project. District No. 1, District No. 2, District No. 3, District No. 4, District No. 5 and District No. 6, as the financing districts, are responsible for providing the funding and tax base needed to support the Financial Plan for capital improvements. The continued operation of District No. 7, as the service district which owns and operates the public facilities throughout the Project, and the continued operation of District No. 1, District No. 2, District No. 3, District No. 4, District No. 5 and District No. 6, as the financing districts that will generate the tax revenue sufficient to pay the costs of the capital improvements, creates several benefits. These benefits include, inter alia: (1) coordinated administration of construction and operation of Public Improvements, and delivery of those improvements in a timely manner; (2) maintenance of equitable mill levies and reasonable tax burdens on all areas of the Project through proper management of the financing and operation of the Public Improvements; and (3) assured compliance with state laws regarding taxation in a manner which permits the issuance of tax exempt Debt at the most favorable interest rates possible. Currently, development of the Project is anticipated to proceed in phases. Each phase will require the extension of public services and facilities. The multiple district structure will assure that the construction and operation of each phase is primarily administered by a single board of directors consistent with a long-term construction and operations program. Use of District No. 7 as the entity responsible for construction of each phase of the Public Improvements and for management of operations will facilitate a well-planned financing effort through all phases of construction and will assist in assuring coordinated extension of services. The multiple district structure will also help assure that Public Improvements will be provided when they are needed, and not sooner. Appropriate development agreements between District No. 7 and the Property Owners of the Project will allow the postponement of financing for improvements which may not be needed until well into the future, thereby helping property owners avoid the long-term carrying costs associated with financing improvements too early. This, in turn, 1 Packet Pg. 334 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 2 allows the full costs of Public Improvements to be allocated over the full build-out of the Project and helps avoid disproportionate cost burdens being imposed on the early phases of development. Allocation of the responsibility for paying Debt for Public Improvements and capital costs will be managed through development of a unified financing plan for those improvements and through development of an integrated operating plan for long-term operations and maintenance. Use of District No. 7 as the service district, to manage these functions, will help assure that the phasing of the Public Improvements will occur as logical and necessary as to conform to development plans approved by the City and will help maintain reasonably uniform mill levies and fee structures throughout the coordinated construction, installation, acquisition, financing and operation of Public Improvements throughout the Project. Intergovernmental agreements among the Districts will assure that the roles and responsibilities of each District are clear in this coordinated development and financing plan. B. Need for the Districts. There are currently no other governmental entities, including the City, located in the immediate vicinity of the Districts that, at this time, can financially undertake the planning, design, acquisition, construction, installation, relocation, redevelopment, and financing of the Public Improvements needed for the Project. Formation of the Districts is therefore necessary in order for the Public Improvements required for the Project to be provided in the most economic manner possible. C. Objective of the City Regarding Districts’ Service Plan. The City’s objective in approving the Service Plan for the Districts is to authorize the Districts to provide for the planning, design, acquisition, construction, installation, relocation and redevelopment of the Public Improvements from the proceeds of Debt to be issued by the Districts. The Districts project to issue a total of One Hundred and Three Million Five Hundred Thousand Dollars ($103,500,000). All Debt is projected to be repaid by the imposition of a Debt Service Mill Levy not to exceed Eighty (80) Mills minus the Overlay District Debt Service Mill Levy, which is in turn not to exceed Ten (10) Mills, subject to adjustment as set forth in the service plan of the Overlay District. The combined Debt Service Mill Levy, Operations and Maintenance Mill Levy and Overlay District Debt Service Mill Levy shall under no circumstances exceed the Maximum Mill Levy described in Section VI.C. In no event shall the Debt Service Mill Levy exceed the Maximum Mill Levy as described in Section VI.C. herein. The City shall, under no circumstances, be responsible for the Debts of the Districts and the City’s approval of this Service Plan shall in no way be interpreted as an agreement, whether tacit or otherwise, to be financially responsible for the Debts of the Districts or the construction of Public Improvements. This Service Plan is intended to establish a limited purpose for the Districts and explicit financial constraints that are not to be violated under any circumstances. The primary purpose is to provide for the Public Improvements associated with the Project and regional improvements as necessary. Ongoing operational and maintenance activities are allowed as addressed in this Service Plan to the extent that the Districts have sufficiently demonstrated that such operations and maintenance functions are in the best interest of the City and the existing and future taxpayers of the Districts. As further detailed in Section VI.C. herein, the aggregate of the 1 Packet Pg. 335 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 3 Debt Service Mill Levy, Operations and Maintenance Mill Levy and Overlay District Debt Service Mill Levy shall not exceed the Maximum Mill Levy. It is the intent of the Districts to dissolve upon payment or defeasance of all Debt incurred or upon a court determination that adequate provision has been made for the payment of all Debt. However, if the Districts have authorized operation and maintenance functions under this Service Plan, or if by agreement with the City it is desired that the Districts shall continue to exist, then the Districts shall not dissolve but shall retain the power necessary to impose and collect taxes or fees to pay for costs associated with said operations and maintenance functions and/or to perform agreements with the City. The Districts shall be authorized to finance the Public Improvements that can be funded from Debt to be repaid from tax revenues collected from a mill levy which shall not exceed the Maximum Mill Levy and which shall not exceed the Maximum Debt Authorization and Maximum Debt Maturity Term. II. DEFINITIONS In this Service Plan, the following terms which appear in a capitalized format herein shall have the meanings indicated below, unless the context hereof clearly requires otherwise: Approved Development Plan: means a development plan or other process established by the City (including but not limited to approval of a final plat or PUD by the City Council) for identifying, among other things, Public Improvements necessary for facilitating development of property within the Service Area as approved by the City pursuant to the City Code and as amended pursuant to the City Code from time to time. Binding Agreement: means the Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange, by and among the City and the Property Owner, among others. Board or Boards: means the Board of Directors of any of the Districts, or the boards of directors of all of the Districts, in the aggregate. Bond, Bonds or Debt: means bonds, notes or other multiple fiscal year financial obligations for the payment of which a District has promised to impose an ad valorem property tax mill levy, and other legally available revenue. Such terms do not include intergovernmental agreements pledging the collection and payment of property taxes in connection with a service district and taxing district(s) structure, if applicable, and other contracts through which a District procures or provides services or tangible property. Capital Pledge Agreement: means the Capital Pledge Agreement between the City and the Overlay District implementing the terms and provisions of the Binding Agreement. City: means the City of Fort Collins, Colorado. 1 Packet Pg. 336 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 4 City Council: means the City Council of the City of Fort Collins, Colorado. Any provision in this Agreement requiring City Council approval shall be deemed to be exercised by City Council in its sole discretion. Debt Service Mill Levy: means the mill levy the Districts project to impose for payment of Debt as set forth in the Financial Plan and Section VI. below. District: means SW Prospect I25 Metropolitan District No. 1, SW Prospect I25 Metropolitan District No. 2, SW Prospect I25 Metropolitan District No. 3, SW Prospect I25 Metropolitan District No. 4, v, SW Prospect I25 Metropolitan District No. 5, SW Prospect I25 Metropolitan District No. 6 or SW Prospect I25 Metropolitan District No. 7, individually. District No. 1: means SW Prospect I25 Metropolitan District No. 1. District No. 2: means SW Prospect I25 Metropolitan District No. 2. District No. 3: means SW Prospect I25 Metropolitan District No. 3. District No. 4: means SW Prospect I25 Metropolitan District No. 4. District No. 5: means SW Prospect I25 Metropolitan District No. 5. District No. 6: means SW Prospect I25 Metropolitan District No. 6. District No. 7: means SW Prospect I25 Metropolitan District No. 7. Districts: means SW Prospect Metropolitan District No. 1, SW Prospect Metropolitan District No. 2, SW Prospect Metropolitan District No. 3, SW Prospect Metropolitan District No. 4, SW Prospect Metropolitan District No. 5, SW Prospect Metropolitan District No. 6 or SW Prospect Metropolitan District No. 7, collectively. District Organization Date: means the date the order and decree issued by the Larimer County District Court as required by law for the District or Districts is recorded with the Larimer County Clerk and Recorder. External Financial Advisor: means a consultant that: (1) is qualified to advise Colorado governmental entities on matters relating to the issuance of securities by Colorado governmental entities including matters such as the pricing, sales and marketing of such securities and the procuring of bond ratings, credit enhancement and insurance in respect of such securities; (2) shall be an underwriter, investment banker, or individual listed as a public finance advisor in the Bond Buyer’s Municipal Market Place or, in the City’s sole discretion, other recognized publication as a provider of financial projections; and (3) is not an officer or employee of the Districts. Financial Plan: means the Financial Plan described in Section VI which is prepared by an External Financial Advisor in accordance with the requirements of the City Code and describes (a) how the Public Improvements are to be financed; (b) how the Debt is expected to be incurred; and (c) the estimated operating revenue derived from property taxes for the first budget year through the year in which all District Debt is expected to be defeased or paid in the ordinary course. 1 Packet Pg. 337 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 5 In the event the Financial Plan is not prepared by an External Financial Advisor, the Financial Plan is accompanied by a letter of support from an External Financial Advisor. This Financial Plan is intended to represent only one example of debt issuance and financing structure of the Districts, any variations or adjustments in the timing or implementation thereof shall not be interpreted as material modifications to this Service Plan. Infrastructure Preliminary Development Plan: means the Infrastructure Preliminary Development Plan as described in Section V.B. which includes: (a) a preliminary list of the Public Improvements to be developed by the Districts; (b) an estimate of the cost of the Public Improvements; and (c) the map or maps showing the approximate location(s) of the Public Improvements. The Districts’ implementation of this Infrastructure Preliminary Development Plan is subject to change conditioned upon various external factors including, but not limited to, site conditions, engineering requirements, City, county or state requirements, land use conditions, market conditions, and zoning limitations. Intergovernmental Agreement: means the intergovernmental agreement between the Districts and the City, a form of which is attached hereto as Exhibit F. The Intergovernmental Agreement may be amended from time to time by the applicable District and the City. Maximum Mill Levy: means the maximum mill levy each of the Districts is permitted to impose under this Service Plan for payment of Debt and administration, operations, and maintenance expenses as set forth in Section VI.C. below. Maximum Debt Authorization: means the total Debt the Districts are permitted to issue as set forth in Section V.A.5 and supported by the Financial Plan. Maximum Debt Maturity Term: means the maximum term for repayment in full of a specific District Debt issuance as set forth in Section VI.D. below. Operations and Maintenance Mill Levy: means the mill levy the Districts project to impose for payment of administration, operations, and maintenance costs as set forth in the Financial Plan and Section VI. below. Overlay District: means the I-25/Prospect Interchange Metropolitan District. Overlay District Debt Service Mill Levy: means the mill levy the Overlay District imposes under its service plan for payment of its debt. Project: means the development or property commonly referred to as Colorado State University Research Foundation Prospect/I25 Site. Project Area Boundaries: means the boundaries of the area described in the Project Area Boundary Map and the legal description attached hereto as Exhibit A-1. Project Area Boundary Map: means the map attached hereto as Exhibit B-1, describing the overall property that incorporates the Project. 1 Packet Pg. 338 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 6 Property Owner: means Colorado State University Research Foundation, a Colorado nonprofit corporation, its agents or assigns. Public Improvements: means a part or all of the improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed as generally described in the Special District Act, except as specifically limited in Section V below to serve the future taxpayers and property owners of the Service Area as determined by the Board of the Districts. Service Area: means the property within the Project Area Boundary Map after such property has been included within the Districts. Service Plan: means this service plan for the Districts approved by the City Council. Service Plan Amendment: means an amendment to the Service Plan approved by the City Council in accordance with applicable state law and this Service Plan. Special District Act or “Act”: means Article 1 of Title 32 of the Colorado Revised Statutes, as amended from time to time. State: means the State of Colorado. Vicinity Map: means a map of the regional area surrounding the Project. III. BOUNDARIES The Project Area Boundaries includes approximately One Hundred Forty Two (142) acres. A legal description of the Project Area Boundaries is attached as Exhibit A-1. The Project Area Boundaries are divided into seven (7) separate and distinct Districts (District No. 1, District No. 2, District No. 3, District No. 4, District No. 5, District No. 6 and District No. 7), legal descriptions for which are attached hereto as Exhibits A-2, A-3, A-4, A-5, A-6, A-7 and A-8, respectively. A Project Area Boundary Map is attached hereto as Exhibit B-1, a map of District No. 1 is included as Exhibit B-2, a map of District Nos. 2-7 is included as Exhibit B-3, and an estimated future boundary map of the Districts is included as Exhibit B-4. Finally, a Vicinity Map is attached hereto as Exhibit C. It is anticipated that the Districts’ Boundaries may change from time to time as they undergo inclusions and exclusions pursuant to Section 32-1-401, et seq., C.R.S., and Section 32- 1-501, et seq., C.R.S., subject to the limitations set forth in Article V below. IV. PROPOSED LAND USE AND ASSESSED VALUATION The Service Area consists of approximately One Hundred Forty Two (142) acres of planned mixed use land. The current assessed valuation of the Service Area is approximately One Hundred Fifty Thousand Dollars ($150,000) and, at build out, is expected to be Two Hundred and Twenty Seven Million Dollars ($227,000,000). This amount is expected to be sufficient to reasonably discharge the Debt as demonstrated in the Financial Plan. Approval of this Service Plan by the City does not imply approval of the development of a specific area within the Districts, nor does it imply approval of the total site/floor area of 1 Packet Pg. 339 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 7 commercial buildings or space which may be identified in this Service Plan or any of the exhibits attached thereto or any of the Public Improvements, unless the same is contained within an Approved Development Plan. V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES A. Powers of the Districts and Service Plan Amendment. The Districts shall have the power and authority to acquire, construct and install the Public Improvements within and without the boundaries of the Districts as such power and authority is described in the Special District Act, and other applicable statutes, common law and the State Constitution, subject to the limitations set forth herein. If, after the Service Plan is approved, the State Legislature includes additional powers or grants new or broader powers for Title 32 districts by amendment of the Special District Act or otherwise, any or all such powers shall be deemed to be a part hereof and available to or exercised by the Districts upon prior resolution approval of the City Council concerning the exercise of such powers. Such approval by the City Council shall not constitute a material modification of this Service Plan. 1. Operations and Maintenance. The purpose of the Districts is to plan for, design, acquire, construct, install, relocate, redevelop and finance the Public Improvements. The Districts shall dedicate the Public Improvements to the City or other appropriate jurisdiction or owners association in a manner consistent with the Approved Development Plan and applicable provisions of the City Code. Additionally, the Districts shall be authorized to operate and maintain any part or all of the Public Improvements until such time that the Districts dissolve. 2. Development Standards. The Districts will ensure that the Public Improvements are designed and constructed in accordance with the standards and specifications of the City and of other governmental entities having proper jurisdiction, as applicable. The Districts directly or indirectly through the Property Owners or any developer will obtain the City’s approval of civil engineering plans and will obtain applicable permits for construction and installation of Public Improvements prior to performing such work. Unless waived by the City, the Districts shall be required, in accordance with the City Code, to post a surety bond, letter of credit, or other approved development security for any Public Improvements to be constructed by the Districts. Such development security may be released when the Districts have obtained funds, through bond issuance or otherwise, adequate to insure the construction of the Public Improvements. Any limitation or requirement concerning the time within which the City must review the Districts’ proposal or application for an Approved Development Plan or other land use approval is hereby waived by the Districts. 3. Privately Placed Debt Limitation. Prior to the issuance of any privately placed Debt, a District shall obtain the certification of an External Financial Advisor substantially as follows: We are [I am] an External Financial Advisor within the meaning of the District’s Service Plan. 1 Packet Pg. 340 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 8 We [I] certify that (1) the net effective interest rate (calculated as defined in Section 32-1-103(12), C.R.S.) to be borne by the District for the [insert the designation of the Debt] does not exceed a reasonable current [tax-exempt] [taxable] interest rate, using criteria deemed appropriate by us [me] and based upon our [my] analysis of comparable high yield securities; and (2) the structure of [insert designation of the Debt], including maturities and early redemption provisions, is reasonable considering the financial circumstances of the District. 4. Inclusion and Exclusion Limitation. The Districts shall be entitled to include within their boundaries any property within the Project Area Boundaries without prior approval of the City Council. The Districts shall also be entitled to exclude from their boundaries any property within the Project Area Boundaries so far as, within a reasonable time thereafter, the property is included within the boundaries of another District, and upon compliance with the provisions of the Special District Act. All other inclusions or exclusions shall require the prior resolution approval of the City Council and, if approved, shall not constitute a material modification of this Service Plan. 5. Maximum Debt Authorization. The Districts anticipate approximately Eighty Eight Million One Hundred Thirty-One Thousand One Hundred Fifty Four Dollars ($88,131,154) in project costs in 2018 dollars as set forth in Exhibit D, and anticipate issuing approximately One Hundred and Three Million Five Hundred Thousand Dollars ($103,500,000) (the “Maximum Debt Authorization”) in Debt to pay such costs as set forth in Exhibit E. The Districts shall not issue Debt in amounts in excess of the Maximum Debt Authorization. The Districts must seek prior resolution approval by the City Council to issue Debt in excess of the Maximum Debt Authorization to pay the actual costs of the Public Improvements set forth in Exhibit D plus inflation, contingencies and other unforeseen expenses associated with such Public Improvements. Such approval by the City Council shall not constitute a material modification of this Service Plan so long as increases are reasonably related to the Public Improvements set forth in Exhibit D and any Approved Development Plan. 6. Monies from Other Governmental Sources. The Districts shall not apply for or accept Conservation Trust Funds, Great Outdoors Colorado Funds, or other funds available from or through governmental or non-profit entities for which the City is eligible to apply for, except pursuant to an intergovernmental agreement with the City. This Section shall not apply to specific ownership taxes which shall be distributed to and a revenue source for the Districts without any limitation. 7. Consolidation Limitation. The Districts shall not file a request with any Court to consolidate with another Title 32 district without the prior resolution approval of the City Council unless such consolidation is among the Districts themselves, which shall not require approval of the City Council. 8. Eminent Domain Limitation. The Districts shall not exercise their statutory power of eminent domain without first obtaining resolution approval from the City Council. This restriction on the Eminent Domain power by the Districts is being exercised voluntarily and shall 1 Packet Pg. 341 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 9 not be interpreted in any way as a limitation on the Districts’ sovereign powers and shall not negatively affect the Districts status as political subdivisions of the State of Colorado as allowed by the Special District Act. 9. Service Plan Amendment Requirement. This Service Plan is general in nature and does not include specific detail in some instances because development plans have not been finalized. The Service Plan has been designed with sufficient flexibility to enable the Districts to provide required services and facilities under evolving circumstances without the need for numerous amendments. Modification of the general types of services and facilities making up the Public Improvements, and changes in proposed configurations, locations or dimensions of the Public Improvements shall be permitted to accommodate development needs consistent with the then-current Approved Development Plan(s) for the Project. The Districts shall be independent units of local government, separate and distinct from the City, and their activities are subject to review by the City only insofar as they may deviate in a material manner from the requirements of the Service Plan. Any action of a District which: (1) violates the limitations set forth in this Section V.A. or (2) violates the limitations set forth in Section VI. below, shall be deemed to be a material modification to this Service Plan unless otherwise agreed by the City as provided for in Section X of this Service Plan or unless otherwise expressly provided herein. All other departures from the provisions of this Service Plan shall be considered on a case-by-case basis as to whether such departures are a material modification, unless otherwise expressly provided herein. No District may amend this Service Plan in a manner which materially affects any other District, in such other District’s sole discretion, without such other District’s written consent. B. Infrastructure Preliminary Development Plan. The Districts shall have authority to provide for the planning, design, acquisition, construction, installation, relocation, redevelopment, maintenance, and financing of the Public Improvements within and without the boundaries of the Districts, to be more specifically defined in an Approved Development Plan. The Infrastructure Preliminary Development Plan, including: (1) a list of the Public Improvements to be developed by the Districts; (2) an estimate of the cost of the Public Improvements; and (3) maps showing the approximate locations of the Public Improvements is attached hereto as Exhibit D and is hereby deemed to constitute the preliminary engineering or architectural survey required by Section 32-1-202(2)(c), C.R.S. The maps contained in the Infrastructure Preliminary Development Plan are also available in size and scale approved by the City’s planning department. As shown in the Infrastructure Preliminary Development Plan, the estimated cost of the Public Improvements which may be planned for, designed, acquired, constructed, installed, relocated, redeveloped, maintained or financed by the Districts is approximately Eighty Eight Million One Hundred Thirty-One Thousand One Hundred Fifty Four Dollars ($88,131,154). The Districts shall be permitted to allocate costs between such categories of the Public Improvements as deemed necessary in their discretion. All of the Public Improvements described herein will be designed in such a way as to assure that the Public Improvements standards will be consistent with or exceed the standards 1 Packet Pg. 342 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 10 of the City and shall be in accordance with the requirements of the Approved Development Plan. All descriptions of the Public Improvements to be constructed, and their related costs, are estimates only and are subject to modification as engineering, development plans, economics, the City’s requirements, and construction scheduling may require. Upon approval of this Service Plan, the Districts will continue to develop and refine the Infrastructure Preliminary Development Plan and prepare for issuance of Debt. All cost estimates will be inflated to then-current dollars at the time of the issuance of Debt and construction. All construction cost estimates contained in the Infrastructure Preliminary Development Plan assume construction to applicable local, State or Federal requirements. Changes in the Public Improvements, Infrastructure Preliminary Development Plan, or costs, which are approved by the City in an Approved Development Plan, shall not constitute a material modification of this Service Plan. Additionally, due to the preliminary nature of the Infrastructure Preliminary Development Plan, the City shall not be bound by the Infrastructure Preliminary Development Plan in reviewing and approving the Approved Development Plan and the Approved Development Plan shall supersede the Infrastructure Preliminary Development Plan. VI. FINANCIAL PLAN A. General. The Districts shall be authorized to provide for the planning, design, acquisition, construction, installation, relocation and/or redevelopment of the Public Improvements from their revenues and by and through the proceeds of Debt to be issued by the Districts, subject to the limitations contained herein. The Financial Plan for the Districts shall be to issue no more Debt than the Districts can reasonably pay within Thirty (30) years for each series of Debt from revenues derived from the Debt Service Mill Levy and other revenue sources authorized by law. The Financial Plan for the Districts projects the need for a Debt Service Mill Levy of no greater than Fifty (50) Mills. The Financial Plan further provides for the Districts’ administrative and operations and maintenance activities through the imposition of an Operations and Maintenance Mill Levy of no greater than Twenty (20) Mills. The total Debt that the Districts shall be permitted to issue shall not exceed the Maximum Debt Authorization; provided, however, that Debt issued to refund outstanding Debt of the Districts, including Debt issued to refund Debt owed to the Property Owners of the Project pursuant to a reimbursement agreement or other agreement, shall not count against the Maximum Debt Authorization so long as such refunding Debt does not result in a net present value increase. Subject to the limitations contained herein, District Debt shall be issued on a schedule and in such year or years as the Districts determine shall meet the needs of the Financial Plan referenced above and phased to serve the Project as it occurs. All Bonds and other Debt issued by the Districts may be payable from any and all legally available revenues of the Districts, including general ad valorem taxes to be imposed upon all taxable property within the Districts. The Districts may also rely upon various other revenue sources authorized by law. These will include the power to impose development fees, rates, tolls, penalties, or charges as provided in Section 32-1-1001(1), C.R.S., as amended from time to time. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to impose any fees, rates, tolls or charges for any purpose unless 1 Packet Pg. 343 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 11 and until (a) the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. The Maximum Debt Authorization, Debt Service Mill Levy, Operations, Maintenance Mill Levy, and all other financial projections and estimates contained in this Service Plan are supported by the Financial Plan (Exhibit E) prepared by an External Financial Advisor, D.A. Davidson and Co. The Financial Plan is based on economic, political and industry conditions as they exist presently and reasonable projections and estimates of future conditions. These projections and estimates are not to be interpreted as the only method of implementation of the Districts’ goals and objectives but rather a representation of one feasible alternative. Other financial structures may be used so long as the Maximum Debt Authorization and Maximum Mill Levy are not exceeded. Notwithstanding the foregoing, D.A. Davidson and Co. shall not be considered a financial advisor or municipal advisor with regard to any Debt issuance by the Districts. B. Maximum Voted Interest Rate and Maximum Underwriting Discount. The interest rate on any Debt is expected to be the market rate at the time the Debt is issued. The maximum interest rate on any Debt is not permitted to exceed Twelve Percent (12%). The maximum underwriting discount will be Three Percent (3%). Debt, when issued, will comply with all relevant requirements of this Service Plan, State law and Federal law as then applicable to the issuance of public securities. C. Maximum Mill Levies. The Maximum Mill Levy shall be the maximum mill levy each District is permitted to impose upon the taxable property within its boundaries and shall be Eighty (80) Mills minus the Overlay District Debt Service Mill Levy. The combined Debt Service Mill Levy, Operations and Maintenance Mill Levy, Overlay District Debt Service Mill Levy and aggregate mill levy of any overlapping District shall under no circumstances exceed the Maximum Mill Levy. Allocation of the Debt Service Mill Levy and Operations and Maintenance Mill Levy shall be left to the sole discretion of the Board for each District. If, on or after January 1, 2018, there are changes in the method of calculating assessed valuation or any constitutionally mandated tax credit, cut or abatement, the preceding mill levy limitations may be increased or decreased to reflect such changes, with such increases or decreases to be determined by each Board in good faith (such determination to be binding and final), with administrative approval by the City, so that to the extent possible, the actual tax revenues generated by the applicable District’s mill levy, as adjusted for changes occurring after January 1, 2018, are neither diminished nor enhanced as a result of such changes. For purposes of the foregoing, a change in the ratio of actual valuation to assessed valuation will be a change in the method of calculating assessed valuation. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to impose any mill levy for any purpose unless and until (a) each of the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined 1 Packet Pg. 344 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 12 in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. D. Debt Issuance and Maturity. The scheduled final maturity of any Debt or series of Debt shall be limited to Thirty (30) years (the “Maximum Debt Maturity Term”). The Maximum Debt Maturity Term shall apply to refundings unless: (1) a majority of the Board members are residents of the District and have voted in favor of a refunding of a part or all of the Debt; or (2) such refunding will result in a net present value savings as set forth in Section 11-56-101 et seq., C.R.S. and are otherwise permitted by law. Unless otherwise approved by the City Council, the Districts shall be limited to issuing new Debt within a period of Twenty (20) years from the date of their first Debt authorization election. The Maximum Debt Maturity Term, as described in Section VI.D, shall be applicable to any new Debt issued within this Twenty (20) year period, otherwise, all Debts and financial obligations of the Districts must be defeased or paid in the ordinary course no later than Forty (40) years after the Service Plan approval date. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to issue any Debt for any purpose unless and until (a) each of the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. E. Security for Debt. The Districts do not have the authority and shall not pledge any revenue or property of the City as security for the indebtedness set forth in this Service Plan. Approval of this Service Plan shall not be construed as a guarantee by the City of payment of any of the Districts’ obligations; nor shall anything in the Service Plan be construed so as to create any responsibility or liability on the part of the City in the event of default by the Districts in the payment of any such obligation or performance of any other obligation. F. TABOR Compliance. The Districts will comply with the provisions of the Taxpayer’s Bill of Rights (“TABOR”), Article X, § 20 of the Colorado Constitution. In the discretion of the Board, a District may set up other qualifying entities to manage, fund, construct and operate facilities, services, and programs. To the extent allowed by law, any entity created by a District will remain under the control of the District’s Board. G. Districts’ Operating Costs. 1 Packet Pg. 345 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 13 The estimated cost of acquiring land, engineering services, legal services and administrative services, together with the estimated costs of the Districts’ organization and initial operations, are anticipated to be Two Hundred Thousand Dollars ($200,000), which will be eligible for reimbursement from Debt proceeds. In addition to the capital costs of the Public Improvements, the Districts will require operating funds for administration and to plan and cause the Public Improvements to be operated and maintained. The first year’s operating budget is estimated to be Fifty Thousand Dollars ($50,000). Ongoing administration, operations, and maintenance costs may be paid from property taxes and other revenues. H. Elections. The Districts will call an election on the questions of organizing the Districts, electing the initial Boards, and setting in place financial authorizations as required by TABOR. The elections will be conducted as required by law. VII. ANNUAL REPORT A. General. The Districts shall be responsible for submitting an annual report with the City’s clerk not later than September 1st of each year for the year ending the preceding December 31 following the year of the District Organization Date. The City may, in its sole discretion, waive this requirement in whole or in part. B. Reporting of Significant Events. Unless waived by the City, the annual report shall include the following: 1. A narrative summary of the progress of the Districts in implementing their service plan for the report year; 2. Except when exemption from audit has been granted for the report year under the Local Government Audit Law, the audited financial statements of the Districts for the report year including a statement of financial condition (i.e., balance sheet) as of December 31 of the report year and the statement of operations (i.e., revenues and expenditures) for the report year; 3. Unless disclosed within a separate schedule to the financial statements, a summary of the capital expenditures incurred by the Districts in development of Public Improvements in the report year; 4. Unless disclosed within a separate schedule to the financial statements, a summary of the financial obligations of the Districts at the end of the report year, including the amount of outstanding indebtedness, the amount and terms of any new District indebtedness or long-term obligations issued in the report year, the amount of payment or retirement of existing indebtedness of the Districts in the report year, the total assessed valuation of all taxable properties 1 Packet Pg. 346 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 14 within the Districts as of January 1 of the report year and the current mill levy of the Districts pledged to Debt retirement in the report year; and 5. Any other information deemed relevant by the City Council or deemed reasonably necessary by the City’s manager and communicated in a timely manner to the Districts. In the event the annual report is not timely received by the City’s clerk or is not fully responsive, notice of such default may be given to the Board of such Districts, at its last known address. The failure of the Districts to file the annual report within Forty-Five (45) days of the mailing of such default notice by the City’s clerk may constitute a material modification, at the discretion of the City. VIII. DISSOLUTION Upon an independent determination of the City Council that the purposes for which the Districts were created have been accomplished, the Districts agree to file petitions in the appropriate District Court for dissolution, pursuant to the applicable State statutes. In no event shall dissolution occur until the Districts have provided for the payment or discharge of all of their outstanding indebtedness and other financial obligations as required pursuant to State statutes, including operation and maintenance activities. IX. PROPOSED AND EXISTING INTERGOVERNMENTAL AGREEMENTS AND EXTRATERRITORIAL SERVICE AGREEMENTS All intergovernmental agreements must be for purposes, facilities, services or agreements lawfully authorized to be provided by the Districts, pursuant to the State Constitution, Article XIV, Section 18(2)(a) and Sections 29-1-201, et seq., C.R.S. To the extent practicable, the Districts may enter into additional intergovernmental and private agreements to better ensure long-term provision of the Public Improvements identified herein or for other lawful purposes of the Districts. Agreements may also be executed with property owner associations and other service providers. The following agreement is likely to be necessary, and the rationale therefore is set forth as follows: District Facilities Construction and Service Agreement. The Districts anticipate entering into a District Facilities Construction and Service Agreement, commonly known as the “Master IGA”, wherein the Districts set forth the financing and administrative requirements of the Districts for the Project. Except for the Intergovernmental Agreement with the City, as set forth in Section XII below, no other agreements are required, or known at the time of formation of the Districts to likely be required, to fulfill the purposes of the Districts. Execution of intergovernmental agreements or agreements for extraterritorial services by the Districts that are not described in this Service Plan and which are likely to cause a substantial increase in the Districts’ budgets shall require the prior resolution approval of the City Council, which approval shall not constitute a material modification hereof. X. MATERIAL MODIFICATIONS 1 Packet Pg. 347 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 15 Material modifications to this Service Plan may be made only in accordance with Section 32-1-207, C.R.S. No modification shall be required for an action of the Districts which does not materially depart from the provisions of this Service Plan. Departures from the Service Plan that constitute a material modification include without limitation: 1. Actions or failures to act that create materially greater financial risk or burden to the taxpayers of the District; 2. Performance of a service or function or acquisition of a major facility that is not closely related to a service, function or facility authorized in the Service Plan; 3. Failure to perform a service or function or acquire a facility required by the Service Plan; 4. Failure by the Districts to execute the Intergovernmental Agreement as set forth in Article XI hereof; and 5. Failure to comply with the limitations set forth in Section V.A. or Section VI of this Service Plan. Actions that are not to be considered material modifications include without limitation changes in quantities of facilities or equipment, immaterial cost differences, and actions expressly authorized in the Service Plan. XI. SANCTIONS Should the District undertake any act without obtaining prior City Council resolution approval as required in this Service Plan or that constitutes a material modification to this Service Plan as provided herein or under the Special District Act, the City may impose one (1) or more of the following sanctions, as it deems appropriate: 1. Exercise any applicable remedy under the Act; 2. Withhold the issuance of any permit, authorization, acceptance or other administrative approval, or withhold any cooperation, necessary for the District’s development, construction or operation of improvements, or the provisions of services as contemplated in this Service Plan; 3. Exercise any legal remedy as provided in the Capital Pledge Agreement or in any other intergovernmental agreement with the City under which the District is in default; or 1 Packet Pg. 348 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 871224 16 4. Exercise any other legal remedy at law or in equity, including seeking specific performance, mandamus or injunctive relief against the District, to ensure the District’s compliance with this Service Plan and applicable law. XII. INTERGOVERNMENTAL AGREEMENT WITH CITY The Districts and the City shall enter into an Intergovernmental Agreement, a form of which is attached hereto as Exhibit F, provided that such Intergovernmental Agreement may be revised by the City and Districts to include such additional details and requirements therein as are deemed necessary by the City and such Districts in connection with the development of the Project and the financing of the Public Improvements. Each District shall approve the Intergovernmental Agreement at its first Board meeting after its organizational election. Failure by each of the Districts to execute the Intergovernmental Agreement as required herein shall constitute a material modification hereunder. The Intergovernmental Agreement may be amended from time to time by the Districts and the City, provided that any such amendments shall be in compliance with the provisions of this Service Plan. XIII. CONCLUSION It is submitted that this Service Plan for the Districts, as required by Section 32-1-203(2), establishes that: 1. There is sufficient existing and projected need for organized service in the area to be serviced by the Districts; 2. The existing service in the area to be served by the Districts is inadequate for present and projected needs; 3. The Districts are capable of providing economical and sufficient service to the area within their proposed boundaries; and 4. The area to be included in the Districts does have, and will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. XIV. RESOLUTION OF APPROVAL The Districts agree to incorporate the City Council’s resolution of approval, including any conditions on any such approval, into the Service Plan presented to the District Court for and in Larimer County, Colorado. 1 Packet Pg. 349 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-1 SW Prospect I25 Metropolitan District Nos. 1-7 Legal Description of Project Area Boundaries 1 Packet Pg. 350 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 2 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-1 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT PROJECT AREA BOUNDARIES A Tract of land located in Section 21, and Section 22, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the South line of the Southwest Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the Northeast Corner of said Section 21; thence, North 88° 38’ 29” West, 1241.97 feet; thence, South 01° 21’ 31” West, 30.00 feet to the POINT OF BEGINNING, said point being the Northeast corner of an Easement granted to the State Department of Highways as recorded at Reception No. 88026808 of the Larimer County Clerk and Recorder; thence, South 44° 05’ 25” West along the Southeasterly line of said Easement, Recorded at 88026808, 37.44 feet to the Southerly line of a parcel of land described at Reception No. 20060041498 of the Larimer County Clerk and Recorder; thence, South 88° 38’ 29” East along said Southerly line and the Easterly prolongation thereof, 345.55 feet to the Westerly line of a parcel of land described within Exhibit “ A” at Book 1992, Page 280 of the Larimer County Clerk and Recorder; thence, South 61° 58’ 19” East along said Westerly line, 35.56 feet to the Northerly line of said parcel described within Book 1992, Page 280; thence, North 89° 50’ 02” East along said Northerly line, 13.83 feet to the Westerly line of a parcel of land described at Book 1234, Page 241 of the Larimer County Clerk and Recorder; thence, South 64° 24’ 59” East along said Westerly line, 4.65 feet to the Southerly line of a parcel of land described within said Book 1234, Page 241, said Southerly line being parallel with and 75.00 feet Southerly of, as measured at a right angle to the North line of the Northeast Quarter of said Section 21; thence, South 88° 38’ 29” East along said Southerly line, 300.00 feet to the Westerly Right-of-Way line of Interstate Highway No. I-25; thence, along the Westerly Right-of-Way lines of Interstate Highway No. I-25 the following 9 courses and distances: South 50° 23’ 59” East, 72.51 feet; thence, South 18° 02’ 31” East, 798.28 feet; thence, South 06° 22’ 28” East, 704.20 feet; thence, South 00° 05’ 56” East, 53.90 feet; thence along a curve concave to the east having a central angle of 06° 33’ 06” with a radius of 11583.00 feet, an arc length of 1324.50 feet and the chord of which bears South 03° 24’ 23” East, 1323.78 feet; thence, South 05° 48’ 32” West, 417.50 feet; thence along a curve concave to the east having a central angle of 03° 00’ 00” with a radius of 11680.00 feet, an arc length of 611.57 feet and the chord of which bears South 10° 09’ 58” East, 611.50 feet; thence, South 25° 42’ 58” East, 425.50 feet; thence, South 12° 55’ 58” East, 968.64 feet to the South line of the Southwest Quarter of said Section 22; thence, South 89° 43’ 29” West along the South line of the Southwest Quarter of said Section 22, 344.34 feet to the Southeast corner of said Section 21; thence, North 89° 01’ 48” West along the South line of the Southeast Quarter of said Section 22, 713.93 feet; 1 Packet Pg. 351 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) thence parallel with and 20 feet Westerly of the centerline of an existing access road the following 15 courses and distances: North 30° 07’ 30” West, 653.11 feet; thence along a curve concave to the northeast having a central angle of 27° 35’ 32” with a radius of 424.29 feet, an arc length of 204.33 feet and the chord of which bears North 16° 19’ 44” West, 202.36 feet; thence, North 02° 31’ 58” West, 432.64 feet; thence, North 00° 56’ 51” West, 512.69 feet; thence, North 22° 22’ 44” West, 121.69 feet; thence, North 03° 04’ 28” West, 129.58 feet; thence along a curve concave to the southwest having a central angle of 42° 50’ 08” with a radius of 157.27 feet, an arc length of 117.58 feet and the chord of which bears North 24° 29’ 32” West, 114.86 feet; thence, North 45° 54’ 36” West, 71.28 feet; thence along a curve concave to the east having a central angle of 30° 41’ 12” with a radius of 330.34 feet, an arc length of 176.92 feet and the chord of which bears North 30° 34’ 00” West, 174.82 feet; thence, North 15° 13’ 24” West, 100.27 feet; thence along a curve concave to the southwest having a central angle of 20° 34’ 23” with a radius of 289.75 feet, an arc length of 104.04 feet and the chord of which bears North 25° 30’ 36” West, 103.48 feet; thence, North 35° 47’ 47 West, 144.89 feet; thence along a curve concave to the northeast having a central angle of 37° 10’ 11” with a radius of 364.63 feet, an arc length of 236.55 feet and the chord of which bears North 17° 12’ 42” West, 232.42 feet; thence, North 01° 22’ 24” East, 921.36 feet; thence along a curve concave to the southeast having a central angle of 17° 07’ 56” with a radius of 707.08 feet, an arc length of 211.43 feet and the chord of which bears North 09° 56’ 22” East, 210.64 feet; thence, North 89° 40’ 07” East, 6.45 feet to the Southerly prolongation of the Westerly line of said Easement, Recorded at Reception No. 88026808; thence, North 17° 24’ 16” East along said Southerly prolongation and also along the Westerly line of said Easement, Recorded at Reception No. 88026808, 673.89 feet; thence along the Westerly and Northerly lines of that Easement granted to the State Department of Highways at Reception No. 88026808 of the Larimer County Clerk and Recorder the following 5 courses and distances: thence along a curve concave to the east having a central angle of 40° 05’ 20” with a radius of 532.96 feet, an arc length of 372.90 feet and the chord of which bears North 02° 38’ 24” West, 365.34 feet; thence, North 22° 41’ 04” West, 110.41 feet; thence along a curve concave to the northeast having a central angle of 15° 37’ 22” with a radius of 612.96 feet, an arc length of 167.14 feet and the chord of which bears North 14° 52’ 23” West, 166.62 feet; thence, North 45° 28’ 31” West, 146.18 feet to a line being 30.00 feet Southerly, as measured at a right angle, of the North line of the Northeast Quarter of said Section 21; thence, South 88° 38’ 29” East along a line parallel with and 30.00 feet Southerly of, as measured at a right angle to the North line of the Northeast Quarter of said Section 21, 280.00 feet to the POINT OF BEGINNING. The above described Tract of land contains 6,204,458 square feet or 142.43 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_Overall Boundary.docx Page 2 of 2 1 Packet Pg. 352 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-2 SW Prospect I25 Metropolitan District No. 1 Legal Description 1 Packet Pg. 353 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 2 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-2 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 1 Tracts of land located in Section 21, and Section 22, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the South line of the Southwest Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the Northeast Corner of said Section 21; thence, North 88° 38’ 29” West, 1241.97 feet; thence, South 01° 21’ 31” West, 30.00 feet to the POINT OF BEGINNING, said point being the Northeast corner of an Easement granted to the State Department of Highways as recorded at Reception No. 88026808 of the Larimer County Clerk and Recorder; thence, South 44° 05’ 25” West along the Southeasterly line of said Easement, Recorded at 88026808, 37.44 feet to the Southerly line of a parcel of land described at Reception No. 20060041498 of the Larimer County Clerk and Recorder; thence, South 88° 38’ 29” East along said Southerly line and the Easterly prolongation thereof, 345.55 feet to the Westerly line of a parcel of land described within Exhibit “ A” at Book 1992, Page 280 of the Larimer County Clerk and Recorder; thence, South 61° 58’ 19” East along said Westerly line, 35.56 feet to the Northerly line of said parcel described within Book 1992, Page 280; thence, North 89° 50’ 02” East along said Northerly line, 13.83 feet to the Westerly line of a parcel of land described at Book 1234, Page 241 of the Larimer County Clerk and Recorder; thence, South 64° 24’ 59” East along said Westerly line, 4.65 feet to the Southerly line of a parcel of land described within said Book 1234, Page 241, said Southerly line being parallel with and 75.00 feet Southerly of, as measured at a right angle to the North line of the Northeast Quarter of said Section 21; thence, South 88° 38’ 29” East along said Southerly line, 300.00 feet to the Westerly Right-of-Way line of Interstate Highway No. I-25; thence, along the Westerly Right-of-Way lines of Interstate Highway No. I-25 the following 9 courses and distances: South 50° 23’ 59” East, 72.51 feet; thence, South 18° 02’ 31” East, 798.28 feet; thence, South 06° 22’ 28” East, 704.20 feet; thence, South 00° 05’ 56” East, 53.90 feet; thence along a curve concave to the east having a central angle of 03° 54' 35" with a radius of 11583.00 feet, an arc length of 790.41 feet and the chord of which bears South 02° 05' 08" East, 790.25 feet; thence, South 85° 52' 18" West, 73.10 feet; thence, North 08° 08' 46" West, 155.32 feet, thence along a curve concave to the southwest having a central angle of 61° 10' 20" with a radius of 562.00 feet, an arc length of 600.02 feet and the chord of which bears North 38° 43' 56" West, 571.93 feet; thence, North 69° 19' 06" West, 393.13 feet; thence along a curve concave to the northeast having a central angle of 86° 43' 21" with a radius of 638.00 feet, an arc length of 965.67 feet and the chord of which bears North 25° 57' 25" West, 876.10 feet to the Southerly prolongation of the Westerly line of said Easement, Recorded at Reception No. 88026808; thence, North 17° 24’ 16” 1 Packet Pg. 354 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) East along said Southerly prolongation and also along the Westerly line of said Easement, Recorded at Reception No. 88026808, 172.56 feet; thence along the Westerly and Northerly lines of that Easement granted to the State Department of Highways at Reception No. 88026808 of the Larimer County Clerk and Recorder the following 5 courses and distances: thence along a curve concave to the east having a central angle of 40° 05’ 20” with a radius of 532.96 feet, an arc length of 372.90 feet and the chord of which bears North 02° 38’ 24” West, 365.34 feet; thence, North 22° 41’ 04” West, 110.41 feet; thence along a curve concave to the northeast having a central angle of 15° 37’ 22” with a radius of 612.96 feet, an arc length of 167.14 feet and the chord of which bears North 14° 52’ 23” West, 166.62 feet; thence, North 45° 28’ 31” West, 146.18 feet to a line being 30.00 feet Southerly, as measured at a right angle, of the North line of the Northeast Quarter of said Section 21; thence, South 88° 38’ 29” East along a line parallel with and 30.00 feet Southerly of, as measured at a right angle to the North line of the Northeast Quarter of said Section 21, 280.00 feet to the POINT OF BEGINNING, containing 1,839,813 square feet or 42.24 acres, more or less. AND A Tract of land located in Southwest Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southwest Quarter of said Section 7 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 7; thence along the South line of said Southwest Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING, containing 43560 square feet or 1.00 acres more or less. The above described Tracts of land contains 1,883,373 square feet or 43.236 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_District 1.docx Page 2 of 2 1 Packet Pg. 355 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-3 SW Prospect I25 Metropolitan District No. 2 Legal Description 1 Packet Pg. 356 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-3 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 2 A Tract of land located in Southeast Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southeast Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 21; thence along the South line of said Southeast Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.000 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_Districts 2-5.docx 1 Packet Pg. 357 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-4 SW Prospect I25 Metropolitan District No. 3 Legal Description 1 Packet Pg. 358 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-4 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 3 A Tract of land located in Southeast Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southeast Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 21; thence along the South line of said Southeast Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.000 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_Districts 2-5.docx 1 Packet Pg. 359 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-5 SW Prospect I25 Metropolitan District No. 4 Legal Description 1 Packet Pg. 360 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-5 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 4 A Tract of land located in Southeast Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southeast Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 21; thence along the South line of said Southeast Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.000 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_Districts 2-5.docx 1 Packet Pg. 361 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-6 SW Prospect I25 Metropolitan District No. 5 Legal Description 1 Packet Pg. 362 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-6 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 5 A Tract of land located in Southeast Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southeast Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 21; thence along the South line of said Southeast Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.000 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_Districts 2-5.docx 1 Packet Pg. 363 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-7 SW Prospect I25 Metropolitan District No. 6 Legal Description 1 Packet Pg. 364 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-7 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 6 A Tract of land located in Southeast Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southeast Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 21; thence along the South line of said Southeast Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.000 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_Districts 2-5.docx 1 Packet Pg. 365 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A-8 SW Prospect I25 Metropolitan District No. 7 Legal Description 1 Packet Pg. 366 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-8 DESCRIPTION: SW PROSPECT I25 METROPOLITAN DISTRICT 7 A Tract of land located in Southeast Quarter of Section 21, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado being more particularly described as follows: Considering the South line of the Southeast Quarter of said Section 21 as bearing South 89° 01’ 48” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 21; thence along the South line of said Southeast Quarter, South 89° 01’ 48” East, 1935.62 feet to the POINT OF BEGINNING; thence, North 30° 07' 31" West, 271.29 feet; thence, South 89° 01' 48" East, 257.56 feet; thence, South 00° 58' 12" West, 232.31 feet; thence North 89° 01' 48" West, 117.45 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.000 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 CNS D:\Projects\232-043\Dwg\Exhibits\Metro District\232-043_District 7.docx 1 Packet Pg. 367 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT B-1 SW Prospect I25 Metropolitan District Nos. 1-7 Project Area Boundary Map 1 Packet Pg. 368 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) OVERALL DISTRICT BOUNDARY MAP 6,204,458 sq.ft. 142.43 ac CENTER QUARTER CORNER SECTION 21-T7N-R68W SOUTH QUARTER CORNER SECTION 21-T7N-R68W SOUTHEAST CORNER SECTION 21-T7N-R68W EAST QUARTER CORNER SECTION 21-T7N-R68W NORTH QUARTER CORNER SECTION 21-T7N-R68W NORTHEAST CORNER SECTION 21-T7N-R68W INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 80' EASEMENT REC. No. 88026808 80' EASEMENT REC. No. 88026808 ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 26, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com PROJECT AREA BOUNDARY MAP 1" = 600' B-1 1 Packet Pg. 369 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT B-2 SW Prospect I25 Metropolitan District No. 1 Map 1 Packet Pg. 370 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) DISTRICT 1 43,560 sq.ft. 1.00 ac DISTRICT 1 1,839,813 sq.ft. 42.24 ac CENTER QUARTER CORNER SECTION 21-T7N-R68W SOUTH QUARTER CORNER SECTION 21-T7N-R68W SOUTHEAST CORNER SECTION 21-T7N-R68W EAST QUARTER CORNER SECTION 21-T7N-R68W NORTH QUARTER CORNER SECTION 21-T7N-R68W NORTHEAST CORNER SECTION 21-T7N-R68W INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 OVERALL DISTRICT BOUNDARY ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 26, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com DISTRICT 1 AREA BOUNDARY MAP 1" = 600' B-2 1 Packet Pg. 371 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT B-3 SW Prospect I25 Metropolitan District No. 2-7 Map 1 Packet Pg. 372 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) CENTER QUARTER CORNER SECTION 21-T7N-R68W SOUTH QUARTER CORNER SECTION 21-T7N-R68W SOUTHEAST CORNER SECTION 21-T7N-R68W EAST QUARTER CORNER SECTION 21-T7N-R68W NORTH QUARTER CORNER SECTION 21-T7N-R68W NORTHEAST CORNER SECTION 21-T7N-R68W INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 OVERALL DISTRICT BOUNDARY DISTRICTS 2-7 43,560 sq.ft. 1.00 ac ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 26, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com DISTRICTS 2-7 AREA BOUNDARY MAP 1" = 600' B-3 1 Packet Pg. 373 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT B-4 SW Prospect I25 Metropolitan District Nos. 1-7 Estimated Future Boundary Map 1 Packet Pg. 374 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) CENTER QUARTER CORNER SECTION 21-T7N-R68W SOUTH QUARTER CORNER SECTION 21-T7N-R68W SOUTHEAST CORNER SECTION 21-T7N-R68W EAST QUARTER CORNER SECTION 21-T7N-R68W NORTH QUARTER CORNER SECTION 21-T7N-R68W NORTHEAST CORNER SECTION 21-T7N-R68W INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 OVERALL DISTRICT BOUNDARY DISTRICT 1 FUTURE DISTRICT 2 FUTURE DISTRICT 3 FUTURE DISTRICT 4 FUTURE DISTRICT 5 DISTRICTS 1-7 ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 26, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com ESTIMATED DISTRICTS 1-7 BOUNDARY MAP 1" = 600' B-4 DISTRICT 1 ESTIMATED DISTRICT 2 ESTIMATED DISTRICT 3 ESTIMATED DISTRICT 4 ESTIMATED DISTRICT 5 DISTRICTS 1-7 FUTURE FUTURE FUTURE EXHIBIT C SW Prospect I25 Metropolitan District Nos. 1-7 Vicinity Map 1 Packet Pg. 376 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) PROSPECT ROAD INTERSTATE 25 PROSPECT ROAD SUMMIT VIEW DR. GREENFIELD CT. BOXELDER DR. CARRIAGE PKWY KITCHELL WAY PROPOSED SW PROSPECT I25 METROPOLITAN DISTRICT ( IN FEET ) 1 inch = ft. 1000 0 1000 Feet 1000 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com VICINITY MAP 1" = 1000' C 1 Packet Pg. 377 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT D SW Prospect I25 Metropolitan District Nos. 1-7 Infrastructure Preliminary Development Plan 1 Packet Pg. 378 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Public Improvements Unit Cost Extended Cost I. Grading/Miscellaneous Mobilization / General Conditions 1 LS $3,433,000.00 $ 3,433,000.00 Clearing and Grubbing and Topsoil Stripping 142 Ac $11,900.00 $ 1,694,917.00 Earthwork (cut/fill/place) 229,788 CY $6.00 $ 1,378,728.00 Import Fill Dirt 1,034,041 CY $10.00 $ 10,340,410.00 Erosion Control / Traffic Control 1 LS $4,904,000.00 $ 4,904,000.00 Subtotal $ 21,751,055.00 II. Roadway Improvements Parking Lots - SY $70.00 $ - Access Road (24' Section) - LF $205.00 $ - Local Residential Street (51' Section) 4,269 LF $273.00 $ 1,165,437.00 Local Industrial Street (66' Section) - LF $321.00 $ - Local Commercial Street (72' Section) 11,324 LF $336.00 $ 3,804,864.00 Minor Collector Street (76' Section) - LF $431.00 $ - Roundabout - EA $2,500,000.00 $ - Box Culvert Bridge - EA $1,000,000.00 $ - Prospect Road Widening (Half 4-Lane Arterial) 1,670 LF $637.00 $ 1,063,790.00 Frontage Road Reconstruct (2-Lane Arterial 84' Section) 3,785 LF $666.00 $ 2,520,810.00 Traffic Signal Improvements 1 EA $500,000.00 $ 250,000.00 Street Lighting 1 LS $353,000.00 $ 353,000.00 Signing and Striping 1 LS $265,000.00 $ 265,000.00 Subtotal $ 9,422,901.00 III. Potable Waterline Improvements 8" Waterline 9,806 LF $90.00 $ 882,540.00 10" Waterline - LF $100.00 $ - 12" Waterline 8,730 LF $112.00 $ 977,760.00 Utility Borings 184 LF $1,900.00 $ 350,000.00 Raw Water Requirements 92 AC-FT $41,428.00 $ 3,811,376.00 Off-Site Waterline Reimbursement to ELCO 1 LS $750,000.00 $ 750,000.00 Subtotal $ 6,771,676.00 IV. Sanitary Sewer and Subdrain Improvements 8" Sanitary Sewer 5,535 LF $109.00 $ 603,315.00 10" Sanitary Sewer - LF $114.00 $ - 12" Sanitary Sewer 4,177 LF $124.00 $ 517,948.00 27" Sanitary Sewer - LF $197.00 $ - 8" Subdrain 9,712 LF $75.00 $ 728,400.00 Subdrain Connection Fee - LS $0.00 $ - Sanitary Sewer Repayment - LS $0.00 $ - Subtotal $ 1,849,663.00 V. Storm Drainage Improvements 24" RCP Storm Sewer 3,874 LF $191.00 $ 739,934.00 24" CMP Storm Sewer 2,600 LF $163.00 $ 423,800.00 36" RCP Storm Sewer - LF $222.00 $ - 48" RCP Storm Sewer 4,359 LF $324.00 $ 1,412,316.00 Outlet Structure 2 EA $10,000.00 $ 20,000.00 Water Quality 164,800 CF $6.00 $ 988,803.00 Subtotal $ 3,584,853.00 SUMMARY ESTIMATE OF PRELIMINARY DISTRICT EXPENDITURES January 31, 2018 PUBLIC IMPROVEMENT COSTS FOR SW Prospect I25 Metropolitan District Quantity COMBINED AREA - 142.43 ACRES Page 1 of 2 1 Packet Pg. 379 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Public Improvements Unit Cost Extended Cost SUMMARY ESTIMATE OF PRELIMINARY DISTRICT EXPENDITURES January 31, 2018 PUBLIC IMPROVEMENT COSTS FOR SW Prospect I25 Metropolitan District Quantity COMBINED AREA - 142.43 ACRES VI. Non-Potable Irrigation Improvements 6" Non-Potable Waterline 6,449 LF $56.00 $ 361,144.00 Non-Potable Waterline Pumphouse 4 LS $450,000.00 $ 1,800,000.00 Non-Potable Pond and Delivery Improvements - LS $250,000.00 $ - Flood Irrigation System and Appurtences 1 LS $268,138.00 $ 268,138.00 Well Head Replacement 4 EA $27,500.00 $ 110,000.00 Raw Water Requirements 31 AC-FT $41,428.00 $ 1,284,268.00 Subtotal $ 3,823,550.00 VII. Open Space, Parks and Trails Structural Demolition 1 LS $2,423,070.00 $ 2,423,070.00 Natural Area Open Space 15 AC $108,900.00 $ 1,633,500.00 Landscaped Open Space 16 AC $239,580.00 $ 3,833,280.00 Regional Trails 10,513 LF $160.00 $ 1,682,080.00 Monument Signs 6 EA $75,000.00 $ 450,000.00 Pocket Park and Park Amenities 1 EA $150,000.00 $ 150,000.00 Open Space Acquisition - AC $20,000.00 $ - Subtotal $ 10,171,930.00 VIII. Admin. / Design / Permitting / Etc. Engineering / Surveying 1 LS $5,738,000.00 $ 5,738,000.00 Construction Management / Inspection / Testing 1 LS $8,607,000.00 $ 8,607,000.00 Admin. / Planning / Permitting 1 LS $1,722,000.00 $ 1,722,000.00 Subtotal $ 16,067,000.00 Infrastructure Subtotal $ 73,442,628.00 Contingency (20%) $ 14,688,526.00 Total Cost $ 88,131,154.00 Page 2 of 2 1 Packet Pg. 380 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) INTERSTATE 25 INTERSTATE 25 PROSPECT ROAD ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com STREET MAP 1" = 600' LEGEND: 2-LANE ARTERIAL STREET 1 2 - 4 LANE ARTERIAL STREET COMMERCIAL LOCAL STREET D FIGURE 1 OF 6 RESIDENTIAL LOCAL STREET NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. STREETS OWNED AND MAINTAINED BY THE CITY OF FORT COLLINS 1 Packet Pg. 381 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 W W W W W W W W W W W W W W W W W W W W W W W W 8" WATER 12" WATER 12" WATERLINE BORE 12" WATERLINE BORE 8" WATER 8" WATER 12" WATER W ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com POTABLE WATER MAP 1" = 600' LEGEND: INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 SD SS SS SD SS SS SS SS SD SD SD SD SS SS SS SS SS SS SD SD SD SD SD SD 12" SANITARY SEWER 12" SANITARY SEWER 8" SANITARY SEWER 8" SANITARY SEWER 8" SANITARY SEWER 8" SUBDRAIN 8" SUBDRAIN TIE TO EXISTING BOXELDER SANITATION ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 ST ST ST ST ST ST ST ST ST 24" STORM DRAIN 48" STORM DRAIN 48" STORM DRAIN 24" STORM DRAIN 24" STORM DRAIN CMP CMP CMP CMP 24" CMP 24" CMP 24" CMP 24" CMP ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com 1" = 600' LEGEND: ALL STORM DRAINS WITHIN RIGHT-OF-WAY TO BE OWNED AND MAINTAINED BY CITY OF FORT COLLINS. ALL STORM DRAINS OUTSIDE OF RIGHT-OF-WAY INTERSTATE 25 PROSPECT ROAD INTERSTATE 25 IRR IRR IRR IRR IRR 8" NON-POTABLE IRRIGATION 8" NON-POTABLE IRRIGATION EXISTING WELL 1 IRR IRR IRR IRR IRR EXISTING WELL 2 EXISTING WELL 3 EXISTING WELL 4 FIR FIR FIR FIR FIR FIR FIR FLOOD IRRIGATION SYSTEM ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com 1" = 600' D FIGURE 5 OF 6 NON-POTABLE IRRIGATION MAP NON-POTABLE FLOOD INTERSTATE 25 INTERSTATE 25 PROSPECT ROAD * ( IN FEET ) 1 inch = ft. 600 0 600 Feet 600 SW PROSPECT I25 METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 232-043 DRAWN BY SCALE EXHIBIT C. Snowdon DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com 1" = 600' OPEN SPACE, PARKS, & TRAILS MAP POCKET PARK D FIGURE 6 OF 6 LEGEND: CONNECTIVITY LANDSCAPING w/ TRAILS NATURAL AREA OPEN SPACE STREETS w/ TREE LAWN AREAS NOTE: * LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. 1 Packet Pg. 386 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT E SW Prospect I25 Metropolitan District Nos. 1-7 Financial Plan 1 Packet Pg. 387 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Series 2023 Series 2028 Series 2036 TOTAL Percent of Total Sources Par $ 36,025,000 $ 33,390,000 $ 122,490,000 $ 191,905,000 95% Funds on Hand $ $ 10,838,000 $ 10,838,000 5% TOTAL: $ 36,025,000 $ 33,390,000 $ 133,328,000 $ 202,743,000 Uses Project Fund $ 26,301,250 $ 24,085,200 $ 58,452,569 $ 108,839,019 54% Refunding Proceeds $ 67,195,000 $ 67,195,000 33% Capitalized Interest $ 5,403,750 $ 5,008,500 $ 1,301,456 $ 11,713,706 6% Reserve Fund $ 3,299,500 $ 3,328,500 $ 5,566,525 $ 12,194,525 6% Costs of Issuance $ 1,020,500 $ 967,800 $ 812,450 $ 2,800,750 1% TOTAL: $ 36,025,000 $ 33,390,000 $ 133,328,000 $ 202,743,000 Combined Sources and Uses: SW Prospect I25 Metropolitan Districts 1 1 Packet Pg. 388 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) SW PROSPECT I25 METROPOLITAN DISTRICT Nos. 1-7 (Commercial) 1 Development Projection at 50.000 (target) District Mills for Debt Service 2050 Series 2036, G.O. Bonds, Pay & Cancel Refg of (proposed) Series 2023 & Series 2028 + New, 100x, Assumes Investment Grade, 30-yr. Maturity 2049 < < < < < < < < Residential > > > > > > > > < Platted/Developed < < < < < Lots < < < > < < Commercial < < < < < < < < < < Commercial > > > > > > > > > > Mkt Value As'ed Value As'ed Value Mkt Value As'ed Value District District District Biennial @ 7.20% @ 29.00% Biennial @ 29.00% Total D/S Mill Levy* D/S Mill Levy S.O. Taxes Total Total Reasses'mt Cumulative of Market Cumulative of Market Total Comm'l Total Hotel Reasses'mt Cumulative of Market Assessed [50.000 Target] Collections Collected Available YEAR Res'l Units @ 6.0% Market Value (2-yr lag) Market Value (2-yr lag) Sq. Ft. Rooms @ 6.0% Market Value (2-yr lag) Value [50.000 Cap] @ 98% @ 6% Revenue 2017 0 0 0 0 0 0 2018 0 0 0 0 0 0 0 0 50.000 $0 $0 0 2019 0 0 0 0 0 0 0 0 0 $0 50.000 0 0 0 2020 0 0 0 0 799,000 0 0 0 0 0 0 0 50.000 0 0 0 2021 0 0 0 2,975,000 0 38,000 0 8,479,052 0 0 50.000 0 0 0 2022 0 0 0 0 1,100,000 231,710 50,000 150 508,743 41,596,064 0 231,710 50.000 11,354 681 12,035 2023 0 0 0 2,016,000 862,750 50,000 0 53,740,953 2,458,925 3,321,675 50.000 162,762 9,766 172,528 2024 0 0 0 0 1,900,000 319,000 94,000 0 3,224,457 79,668,844 12,062,859 12,381,859 50.000 606,711 36,403 643,114 2025 0 0 0 1,650,000 584,640 90,000 0 101,493,872 15,584,876 16,169,516 50.000 792,306 47,538 839,845 2026 0 0 0 0 1,850,000 551,000 80,000 0 6,089,632 126,915,884 23,103,965 23,654,965 50.000 1,159,093 69,546 1,228,639 2027 0 0 0 800,000 478,500 90,000 0 149,025,097 29,433,223 29,911,723 50.000 1,465,674 87,940 1,553,615 2028 0 0 0 0 1,100,000 536,500 40,000 0 8,941,506 167,718,558 36,805,606 37,342,106 50.000 1,829,763 109,786 1,939,549 2029 0 0 0 950,000 232,000 60,000 0 181,395,675 43,217,278 43,449,278 50.000 2,129,015 127,741 2,256,755 2030 0 0 0 0 1,700,000 319,000 60,000 0 10,883,741 204,327,713 48,638,382 48,957,382 50.000 2,398,912 143,935 2,542,846 2031 0 0 0 750,000 275,500 110,000 0 226,319,025 52,604,746 52,880,246 50.000 2,591,132 155,468 2,746,600 2032 0 0 0 0 900,000 493,000 50,000 0 13,579,142 249,794,258 59,255,037 59,748,037 50.000 2,927,654 175,659 3,103,313 2033 0 0 0 900,000 217,500 60,000 0 261,907,073 65,632,517 65,850,017 50.000 3,226,651 193,599 3,420,250 2034 0 0 0 0 900,000 261,000 60,000 0 15,714,424 289,976,568 72,440,335 72,701,335 50.000 3,562,365 213,742 3,776,107 2035 0 0 0 750,000 261,000 60,000 0 302,578,741 75,953,051 76,214,051 50.000 3,734,489 224,069 3,958,558 2036 0 0 0 0 750,000 261,000 50,000 0 18,154,724 331,445,312 84,093,205 84,354,205 50.000 4,133,356 248,001 4,381,357 2037 0 0 0 300,000 217,500 50,000 0 342,371,396 87,747,835 87,965,335 50.000 4,310,301 258,618 4,568,919 2038 0 0 0 0 0 217,500 20,000 0 20,542,284 367,371,522 96,119,141 96,336,641 50.000 4,720,495 283,230 5,003,725 2039 0 0 0 0 87,000 0 0 367,371,522 99,287,705 99,374,705 50.000 4,869,361 292,162 5,161,522 2040 0 0 0 0 0 0 0 0 22,042,291 389,413,814 106,537,741 106,537,741 50.000 5,220,349 313,221 5,533,570 2041 0 0 0 0 389,413,814 106,537,741 106,537,741 50.000 5,220,349 313,221 5,533,570 2042 0 0 0 0 0 23,364,829 412,778,642 112,930,006 112,930,006 50.000 5,533,570 332,014 5,865,585 2043 0 0 0 0 412,778,642 112,930,006 112,930,006 50.000 5,533,570 332,014 5,865,585 2044 0 0 0 0 0 24,766,719 437,545,361 119,705,806 119,705,806 50.000 5,865,585 351,935 6,217,520 2045 0 0 0 0 437,545,361 119,705,806 119,705,806 50.000 5,865,585 351,935 6,217,520 2046 0 0 0 0 0 26,252,722 463,798,083 126,888,155 126,888,155 50.000 6,217,520 373,051 6,590,571 2047 0 0 0 0 463,798,083 126,888,155 126,888,155 50.000 6,217,520 373,051 6,590,571 2048 0 0 0 0 0 27,827,885 491,625,967 134,501,444 134,501,444 50.000 6,590,571 395,434 6,986,005 2049 0 0 0 0 491,625,967 134,501,444 134,501,444 50.000 6,590,571 395,434 6,986,005 2050 0 0 0 0 0 29,497,558 521,123,526 142,571,531 142,571,531 50.000 6,986,005 419,160 7,405,165 2051 0 0 0 0 521,123,526 142,571,531 142,571,531 50.000 6,986,005 419,160 7,405,165 2052 0 0 0 0 0 31,267,412 552,390,937 151,125,822 151,125,822 50.000 7,405,165 444,310 7,849,475 2053 0 0 0 0 552,390,937 151,125,822 151,125,822 50.000 7,405,165 444,310 7,849,475 2054 0 0 0 0 0 33,143,456 585,534,393 160,193,372 160,193,372 50.000 7,849,475 470,969 8,320,444 2055 0 0 0 0 585,534,393 160,193,372 160,193,372 50.000 7,849,475 470,969 8,320,444 2056 0 0 0 0 0 35,132,064 620,666,457 169,804,974 169,804,974 50.000 8,320,444 499,227 8,819,670 2057 0 0 0 0 620,666,457 169,804,974 169,804,974 50.000 8,320,444 499,227 8,819,670 2058 0 0 0 0 0 37,239,987 657,906,444 179,993,272 179,993,272 50.000 8,819,670 529,180 9,348,851 2059 0 0 0 0 657,906,444 179,993,272 179,993,272 50.000 8,819,670 529,180 9,348,851 2060 0 0 0 0 0 39,474,387 697,380,831 190,792,869 190,792,869 50.000 9,348,851 560,931 9,909,782 2061 0 0 0 0 697,380,831 190,792,869 190,792,869 50.000 9,348,851 560,931 9,909,782 2062 0 0 0 0 0 41,842,850 739,223,681 202,240,441 202,240,441 50.000 9,909,782 594,587 10,504,369 2063 0 0 0 0 739,223,681 202,240,441 202,240,441 50.000 9,909,782 594,587 10,504,369 2064 0 0 0 44,353,421 783,577,102 214,374,867 214,374,867 50.000 10,504,369 630,262 11,134,631 2065 0 0 783,577,102 214,374,867 214,374,867 50.000 10,504,369 630,262 11,134,631 2066 0 0 0 47,014,626 830,591,728 227,237,359 227,237,359 50.000 11,134,631 668,078 11,802,708 1 2050 2049 YEAR 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 2049 2050 2051 2052 2053 2054 2055 2056 2057 2058 2059 2060 2061 2062 2063 2064 2065 2066 SW PROSPECT I25 METROPOLITAN DISTRICT Nos. 1-7 (Commercial) Development Projection at 50.000 (target) District Mills for Debt Service Series 2036, G.O. Bonds, Pay & Cancel Refg of (proposed) Series 2023 & Series 2028 + New, 100x, Assumes Investment Grade, 30-yr. Maturity Ser. 2023 Ser. 2028 Ser. 2036 $36,025,000 Par $33,390,000 Par $122,490,000 Par Surplus Cov. of Net DS: Cov. of Net DS: [Net $26.301 MM] [Net $24.085 MM] [Net $58.453 MM] Total Annual Release @ Cumulative Debt/ Debt/ @ 50.000 target @ 50.000 Cap SW PROSPECT I25 METROPOLITAN DISTRICT Nos. 1-7 (Commercial) Development Summary Development Projection -- Buildout Plan (updated 1/31/18) Commercial Development Product Type Gas Station / Convenience Pad Retail Office Industrial Hotel Base $ ('18) $165/sf $250/sf $200/sf $150/sf $125,000/Rm Comm'l Totals* 2017 - - - - - - 2018 - - - - - - 2019 - - - - - - 2020 - - - - - - 2021 6,000 12,000 20,000 - - 38,000 2022 - 20,000 30,000 - 150 50,150 2023 - 20,000 30,000 - - 50,000 2024 4,000 30,000 60,000 - - 94,000 2025 - 20,000 70,000 - - 90,000 2026 - 10,000 70,000 - - 80,000 2027 - 10,000 80,000 - - 90,000 2028 - - 40,000 - - 40,000 2029 - - 40,000 20,000 - 60,000 2030 - - 10,000 50,000 - 60,000 2031 - - 10,000 100,000 - 110,000 2032 - - - 50,000 - 50,000 2033 - - - 60,000 - 60,000 2034 - - - 60,000 - 60,000 2035 - - - 60,000 - 60,000 2036 - - - 50,000 - 50,000 2037 - - - 50,000 - 50,000 2038 - - - 20,000 - 20,000 2039 - - - - - - 2040 - - - - - - 10,000 122,000 460,000 520,000 150 1,112,150 MV @ Full Buildout $1,650,000 $30,500,000 $92,000,000 $78,000,000 $18,750,000 $220,900,000 (base prices;un-infl.) [*] Not including Hotels; presented in Rooms notes: Platted/Dev Lots = 10% MV; one-yr prior Base MV $ inflated 2% per annum 1/31/2018 E SWPI25MD Fin Plan 18 C Dev Summ Prepared by D.A. Davidson & Co. 4 1 Packet Pg. 391 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District Jan 31, 2018 7:39 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-23NRSPE) SOURCES AND USES OF FUNDS SW PROSPECT I25 METROPOLITAN DISTRICT Nos. 1-7 GENERAL OBLIGATION BONDS, SERIES 2023 0.00 (target) Residential Mills + 50.000 (target) Commercial Mills Non-Rated, 105x, 30-yr. Maturity (Growth thru 2026 + 6.00% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2023 Delivery Date 12/01/2023 Sources: Bond Proceeds: Par Amount 36,025,000.00 36,025,000.00 Uses: Project Fund Deposits: Project Fund 26,301,250.00 Other Fund Deposits: Capitalized Interest Fund 5,403,750.00 Debt Service Reserve Fund 3,299,500.00 8,703,250.00 Cost of Issuance: Other Cost of Issuance 300,000.00 Delivery Date Expenses: Underwriter's Discount 720,500.00 36,025,000.00 5 1 Packet Pg. 392 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:42 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-28NRSPE) SOURCES AND USES OF FUNDS SW PROSPECT I25 METROPOLITAN DISTRICT Nos. 1-7 (Commercial) GENERAL OBLIGATION BONDS, SERIES 2028 0.00 (target) Residential Mills + 50.000 (target) Commercial Mills Non-Rated, 105x, 30-yr. Maturity (Growth thru 2031 + 6.00% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2028 Delivery Date 12/01/2028 Sources: Bond Proceeds: Par Amount 33,390,000.00 33,390,000.00 Uses: Project Fund Deposits: Project Fund 24,085,200.00 Other Fund Deposits: Capitalized Interest Fund 5,008,500.00 Debt Service Reserve Fund 3,328,500.00 8,337,000.00 Cost of Issuance: Other Cost of Issuance 300,000.00 Delivery Date Expenses: Underwriter's Discount 667,800.00 33,390,000.00 6 1 Packet Pg. 393 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) SOURCES AND USES OF FUNDS SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 Sources: Bond Proceeds: Par Amount 122,490,000.00 Other Sources of Funds: Funds on Hand* 4,210,000.00 Series 2023 - DSRF 3,299,500.00 Series 2028 - DSRF 3,328,500.00 10,838,000.00 133,328,000.00 Uses: Project Fund Deposits: Project Fund 58,452,568.75 Refunding Escrow Deposits: Cash Deposit* 67,195,000.00 Other Fund Deposits: Capitalized Interest Fund 1,301,456.25 Debt Service Reserve Fund 5,566,525.00 6,867,981.25 Cost of Issuance: Other Cost of Issuance 200,000.00 Delivery Date Expenses: Underwriter's Discount 612,450.00 133,328,000.00 [*] Estimated balances (tbd). 7 1 Packet Pg. 394 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) BOND SUMMARY STATISTICS SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 First Coupon 06/01/2037 Last Maturity 12/01/2066 Arbitrage Yield 4.250000% True Interest Cost (TIC) 4.285255% Net Interest Cost (NIC) 4.250000% All-In TIC 4.296822% Average Coupon 4.250000% Average Life (years) 22.934 Weighted Average Maturity (years) 22.934 Duration of Issue (years) 14.508 Par Amount 122,490,000.00 Bond Proceeds 122,490,000.00 Total Interest 119,391,850.00 Net Interest 120,004,300.00 Bond Years from Dated Date 2,809,220,000.00 Bond Years from Delivery Date 2,809,220,000.00 Total Debt Service 241,881,850.00 Maximum Annual Debt Service 17,368,050.00 Average Annual Debt Service 8,062,728.33 Underwriter's Fees (per $1000) Average Takedown Other Fee 5.000000 Total Underwriter's Discount 5.000000 Bid Price 99.500000 Average Par Average Average Maturity PV of 1 bp Bond Component Value Price Coupon Life Date change Term Bond due 2063 122,490,000.00 100.000 4.250% 22.934 11/07/2059 207,008.10 122,490,000.00 22.934 207,008.10 All-In Arbitrage TIC TIC Yield Par Value 122,490,000.00 122,490,000.00 122,490,000.00 + Accrued Interest + Premium (Discount) - Underwriter's Discount -612,450.00 -612,450.00 - Cost of Issuance Expense -200,000.00 - Other Amounts Target Value 121,877,550.00 121,677,550.00 122,490,000.00 Target Date 12/01/2036 12/01/2036 12/01/2036 Yield 4.285255% 4.296822% 4.250000% 8 1 Packet Pg. 395 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) BOND DEBT SERVICE SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Period Annual Ending Principal Coupon Interest Debt Service Debt Service 06/01/2037 2,602,912.50 2,602,912.50 12/01/2037 2,602,912.50 2,602,912.50 5,205,825.00 06/01/2038 2,602,912.50 2,602,912.50 12/01/2038 2,602,912.50 2,602,912.50 5,205,825.00 06/01/2039 2,602,912.50 2,602,912.50 12/01/2039 2,602,912.50 2,602,912.50 5,205,825.00 06/01/2040 2,602,912.50 2,602,912.50 12/01/2040 325,000 4.250% 2,602,912.50 2,927,912.50 5,530,825.00 06/01/2041 2,596,006.25 2,596,006.25 12/01/2041 340,000 4.250% 2,596,006.25 2,936,006.25 5,532,012.50 06/01/2042 2,588,781.25 2,588,781.25 12/01/2042 685,000 4.250% 2,588,781.25 3,273,781.25 5,862,562.50 06/01/2043 2,574,225.00 2,574,225.00 12/01/2043 715,000 4.250% 2,574,225.00 3,289,225.00 5,863,450.00 06/01/2044 2,559,031.25 2,559,031.25 12/01/2044 1,095,000 4.250% 2,559,031.25 3,654,031.25 6,213,062.50 06/01/2045 2,535,762.50 2,535,762.50 12/01/2045 1,145,000 4.250% 2,535,762.50 3,680,762.50 6,216,525.00 06/01/2046 2,511,431.25 2,511,431.25 12/01/2046 1,565,000 4.250% 2,511,431.25 4,076,431.25 6,587,862.50 06/01/2047 2,478,175.00 2,478,175.00 12/01/2047 1,630,000 4.250% 2,478,175.00 4,108,175.00 6,586,350.00 06/01/2048 2,443,537.50 2,443,537.50 12/01/2048 2,095,000 4.250% 2,443,537.50 4,538,537.50 6,982,075.00 06/01/2049 2,399,018.75 2,399,018.75 12/01/2049 2,185,000 4.250% 2,399,018.75 4,584,018.75 6,983,037.50 06/01/2050 2,352,587.50 2,352,587.50 12/01/2050 2,695,000 4.250% 2,352,587.50 5,047,587.50 7,400,175.00 06/01/2051 2,295,318.75 2,295,318.75 12/01/2051 2,810,000 4.250% 2,295,318.75 5,105,318.75 7,400,637.50 06/01/2052 2,235,606.25 2,235,606.25 12/01/2052 3,375,000 4.250% 2,235,606.25 5,610,606.25 7,846,212.50 06/01/2053 2,163,887.50 2,163,887.50 12/01/2053 3,520,000 4.250% 2,163,887.50 5,683,887.50 7,847,775.00 06/01/2054 2,089,087.50 2,089,087.50 12/01/2054 4,140,000 4.250% 2,089,087.50 6,229,087.50 8,318,175.00 06/01/2055 2,001,112.50 2,001,112.50 12/01/2055 4,315,000 4.250% 2,001,112.50 6,316,112.50 8,317,225.00 06/01/2056 1,909,418.75 1,909,418.75 12/01/2056 5,000,000 4.250% 1,909,418.75 6,909,418.75 8,818,837.50 06/01/2057 1,803,168.75 1,803,168.75 12/01/2057 5,210,000 4.250% 1,803,168.75 7,013,168.75 8,816,337.50 06/01/2058 1,692,456.25 1,692,456.25 12/01/2058 5,960,000 4.250% 1,692,456.25 7,652,456.25 9,344,912.50 06/01/2059 1,565,806.25 1,565,806.25 12/01/2059 6,215,000 4.250% 1,565,806.25 7,780,806.25 9,346,612.50 06/01/2060 1,433,737.50 1,433,737.50 12/01/2060 7,040,000 4.250% 1,433,737.50 8,473,737.50 9,907,475.00 06/01/2061 1,284,137.50 1,284,137.50 Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) NET DEBT SERVICE SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Period Total Debt Service Capitalized Net Ending Principal Interest Debt Service Reserve Fund Interest Fund Debt Service 12/01/2037 5,205,825.00 5,205,825.00 1,301,456.25 3,904,368.75 12/01/2038 5,205,825.00 5,205,825.00 5,205,825.00 12/01/2039 5,205,825.00 5,205,825.00 5,205,825.00 12/01/2040 325,000 5,205,825.00 5,530,825.00 5,530,825.00 12/01/2041 340,000 5,192,012.50 5,532,012.50 5,532,012.50 12/01/2042 685,000 5,177,562.50 5,862,562.50 5,862,562.50 12/01/2043 715,000 5,148,450.00 5,863,450.00 5,863,450.00 12/01/2044 1,095,000 5,118,062.50 6,213,062.50 6,213,062.50 12/01/2045 1,145,000 5,071,525.00 6,216,525.00 6,216,525.00 12/01/2046 1,565,000 5,022,862.50 6,587,862.50 6,587,862.50 12/01/2047 1,630,000 4,956,350.00 6,586,350.00 6,586,350.00 12/01/2048 2,095,000 4,887,075.00 6,982,075.00 6,982,075.00 12/01/2049 2,185,000 4,798,037.50 6,983,037.50 6,983,037.50 12/01/2050 2,695,000 4,705,175.00 7,400,175.00 7,400,175.00 12/01/2051 2,810,000 4,590,637.50 7,400,637.50 7,400,637.50 12/01/2052 3,375,000 4,471,212.50 7,846,212.50 7,846,212.50 12/01/2053 3,520,000 4,327,775.00 7,847,775.00 7,847,775.00 12/01/2054 4,140,000 4,178,175.00 8,318,175.00 8,318,175.00 12/01/2055 4,315,000 4,002,225.00 8,317,225.00 8,317,225.00 12/01/2056 5,000,000 3,818,837.50 8,818,837.50 8,818,837.50 12/01/2057 5,210,000 3,606,337.50 8,816,337.50 8,816,337.50 12/01/2058 5,960,000 3,384,912.50 9,344,912.50 9,344,912.50 12/01/2059 6,215,000 3,131,612.50 9,346,612.50 9,346,612.50 12/01/2060 7,040,000 2,867,475.00 9,907,475.00 9,907,475.00 12/01/2061 7,340,000 2,568,275.00 9,908,275.00 9,908,275.00 12/01/2062 8,245,000 2,256,325.00 10,501,325.00 10,501,325.00 12/01/2063 8,595,000 1,905,912.50 10,500,912.50 10,500,912.50 12/01/2064 9,590,000 1,540,625.00 11,130,625.00 11,130,625.00 12/01/2065 10,000,000 1,133,050.00 11,133,050.00 11,133,050.00 12/01/2066 16,660,000 708,050.00 17,368,050.00 5,566,525 11,801,525.00 122,490,000 119,391,850.00 241,881,850.00 5,566,525 1,301,456.25 235,013,868.75 10 1 Packet Pg. 397 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) SUMMARY OF BONDS REFUNDED SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Maturity Interest Par Call Call Bond Date Rate Amount Date Price 1/31/18: Ser 23 NR LF, 5.00%, 105x, 0+50, Gro thru '26+6% BiRE, SP: TERM53 12/01/2037 5.000% 605,000.00 12/01/2036 100.000 12/01/2038 5.000% 775,000.00 12/01/2036 100.000 12/01/2039 5.000% 815,000.00 12/01/2036 100.000 12/01/2040 5.000% 1,000,000.00 12/01/2036 100.000 12/01/2041 5.000% 1,050,000.00 12/01/2036 100.000 12/01/2042 5.000% 1,255,000.00 12/01/2036 100.000 12/01/2043 5.000% 1,320,000.00 12/01/2036 100.000 12/01/2044 5.000% 1,550,000.00 12/01/2036 100.000 12/01/2045 5.000% 1,630,000.00 12/01/2036 100.000 12/01/2046 5.000% 1,885,000.00 12/01/2036 100.000 12/01/2047 5.000% 1,975,000.00 12/01/2036 100.000 12/01/2048 5.000% 2,260,000.00 12/01/2036 100.000 12/01/2049 5.000% 2,375,000.00 12/01/2036 100.000 12/01/2050 5.000% 2,690,000.00 12/01/2036 100.000 12/01/2051 5.000% 2,820,000.00 12/01/2036 100.000 12/01/2052 5.000% 3,170,000.00 12/01/2036 100.000 12/01/2053 5.000% 6,630,000.00 12/01/2036 100.000 33,805,000.00 1/31/18: Ser 28 NR LF, 5.00%, 105x, 0+50, Gro thru '31+6% BiRE, SP: TERM58 12/01/2044 5.000% 35,000.00 12/01/2036 100.000 12/01/2045 5.000% 35,000.00 12/01/2036 100.000 12/01/2046 5.000% 140,000.00 12/01/2036 100.000 12/01/2047 5.000% 150,000.00 12/01/2036 100.000 12/01/2048 5.000% 265,000.00 12/01/2036 100.000 12/01/2049 5.000% 275,000.00 12/01/2036 100.000 12/01/2050 5.000% 400,000.00 12/01/2036 100.000 12/01/2051 5.000% 425,000.00 12/01/2036 100.000 12/01/2052 5.000% 570,000.00 12/01/2036 100.000 12/01/2053 5.000% 595,000.00 12/01/2036 100.000 12/01/2054 5.000% 4,635,000.00 12/01/2036 100.000 12/01/2055 5.000% 4,865,000.00 12/01/2036 100.000 12/01/2056 5.000% 5,480,000.00 12/01/2036 100.000 12/01/2057 5.000% 5,755,000.00 12/01/2036 100.000 12/01/2058 5.000% 9,765,000.00 12/01/2036 100.000 33,390,000.00 67,195,000.00 11 1 Packet Pg. 398 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) ESCROW REQUIREMENTS SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 1/31/18: Ser 23 NR LF, 5.00%, 105x, 0+50, Gro thru '26+6% BiRE, SP Period Principal Ending Redeemed Total 12/01/2036 33,805,000.00 33,805,000.00 33,805,000.00 33,805,000.00 12 1 Packet Pg. 399 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) ESCROW REQUIREMENTS SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 1/31/18: Ser 28 NR LF, 5.00%, 105x, 0+50, Gro thru '31+6% BiRE, SP Period Principal Ending Redeemed Total 12/01/2036 33,390,000.00 33,390,000.00 33,390,000.00 33,390,000.00 13 1 Packet Pg. 400 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Jan 31, 2018 7:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (SW Prospect I25 MD 18:EJAN3118-36IGRFE,36IGRFE) PRIOR BOND DEBT SERVICE SW PROSPECT I25 METROPOLITAN DISTRICT GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Annual Period Debt Debt Ending Principal Coupon Interest Service Service 06/01/2037 1,679,875 1,679,875 12/01/2037 605,000 5.000% 1,679,875 2,284,875 3,964,750 06/01/2038 1,664,750 1,664,750 12/01/2038 775,000 5.000% 1,664,750 2,439,750 4,104,500 06/01/2039 1,645,375 1,645,375 12/01/2039 815,000 5.000% 1,645,375 2,460,375 4,105,750 06/01/2040 1,625,000 1,625,000 12/01/2040 1,000,000 5.000% 1,625,000 2,625,000 4,250,000 06/01/2041 1,600,000 1,600,000 12/01/2041 1,050,000 5.000% 1,600,000 2,650,000 4,250,000 06/01/2042 1,573,750 1,573,750 12/01/2042 1,255,000 5.000% 1,573,750 2,828,750 4,402,500 06/01/2043 1,542,375 1,542,375 12/01/2043 1,320,000 5.000% 1,542,375 2,862,375 4,404,750 06/01/2044 1,509,375 1,509,375 12/01/2044 1,585,000 5.000% 1,509,375 3,094,375 4,603,750 06/01/2045 1,469,750 1,469,750 12/01/2045 1,665,000 5.000% 1,469,750 3,134,750 4,604,500 06/01/2046 1,428,125 1,428,125 12/01/2046 2,025,000 5.000% 1,428,125 3,453,125 4,881,250 06/01/2047 1,377,500 1,377,500 12/01/2047 2,125,000 5.000% 1,377,500 3,502,500 4,880,000 06/01/2048 1,324,375 1,324,375 12/01/2048 2,525,000 5.000% 1,324,375 3,849,375 5,173,750 06/01/2049 1,261,250 1,261,250 12/01/2049 2,650,000 5.000% 1,261,250 3,911,250 5,172,500 06/01/2050 1,195,000 1,195,000 12/01/2050 3,090,000 5.000% 1,195,000 4,285,000 5,480,000 06/01/2051 1,117,750 1,117,750 12/01/2051 3,245,000 5.000% 1,117,750 4,362,750 5,480,500 06/01/2052 1,036,625 1,036,625 12/01/2052 3,740,000 5.000% 1,036,625 4,776,625 5,813,250 06/01/2053 943,125 943,125 12/01/2053 7,225,000 5.000% 943,125 8,168,125 9,111,250 06/01/2054 762,500 762,500 12/01/2054 4,635,000 5.000% 762,500 5,397,500 6,160,000 06/01/2055 646,625 646,625 12/01/2055 4,865,000 5.000% 646,625 5,511,625 6,158,250 06/01/2056 525,000 525,000 12/01/2056 5,480,000 5.000% 525,000 6,005,000 6,530,000 06/01/2057 388,000 388,000 12/01/2057 5,755,000 5.000% 388,000 6,143,000 6,531,000 06/01/2058 244,125 244,125 12/01/2058 9,765,000 5.000% 244,125 10,009,125 10,253,250 67,195,000 53,120,500 120,315,500 120,315,500 14 1 Packet Pg. 401 1596.0003; 871224 EXHIBIT F SW Prospect I25 Metropolitan District Nos. 1-7 Intergovernmental Agreement 1 Packet Pg. 402 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) INTERGOVERNMENTAL AGREEMENT THIS INTERGOVERNMENTAL AGREEMENT is made and entered into by and between the City of Fort Collins, Colorado, a Colorado home rule municipality (the “City”), and SW Prospect I25 Metropolitan District Nos. 1-7, quasi-municipal corporations and political subdivisions of the State of Colorado (collectively, the “Districts”). RECITALS WHEREAS, the Districts were organized to provide those services and to exercise powers as are more specifically set forth in the Districts’ Service Plan dated March 6, 2018, which may be amended from time to time as set forth therein (the “Service Plan”); and WHEREAS, the City and the property owner organizers of the Districts have entered into that certain “Binding Agreement Pertaining to Development of the Interstate Highway 25 and Prospect Road Interchange” dated March __, 2018 (the “Binding Agreement”); and WHEREAS, the Binding Agreement contemplates that the City and the Districts will enter into a “Capital Pledge Agreement” pursuant to which the District will share in the cost of the Colorado Department of Transportation project to improve the I-25 and Prospect Road Interchange (the “Capital Pledge Agreement); and WHEREAS, the Service Plan requires the execution of an intergovernmental agreement between the City and the Districts to provide the City with contract remedies to enforce the requirements and limitations imposed on the Districts in the Service Plan; and WHEREAS, the City and the Districts have determined it to be in their best interests to enter into this Intergovernmental Agreement as provided in the Service Plan (“Agreement”). NOW, THEREFORE, for and in consideration of the covenants and mutual agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: COVENANTS AND AGREEMENTS 1. Incorporation by Reference. The Service Plan is hereby incorporated in this agreement by this reference. The District agrees to comply with all provisions of the Service Plan, as it may be amended from time to time in accordance with the provisions thereof, and Title 32, Article 1, C.R.S. (the “Special District Act”). Capitalized terms used herein not otherwise defined in this Agreement shall have the meanings, respectfully, specified in the Service Plan. 2. Imposition of Fees, Levying of Taxes and Issuance of Debt. The Districts shall not impose any taxes, fees, rates, tolls or charges, or issue any Debt unless or until: (a) the Property Owner has recorded the PIF Covenant (as defined in the Binding Agreement) against itsproperty 1 Packet Pg. 403 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 40775075.v1 within the Project Area Boundaries, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. 3. City Prior Approvals. The Districts shall obtain any prior City or City Council approvals as required in the Service Plan before undertaking the action requiring such approval. 4. Enforcement. The parties agree that this Agreement may be enforced at law or in equity, including actions seeking specific performance, mandamus, injunctive, or other appropriate relief. The parties also agree that this Agreement may be enforced pursuant to Section 32-1-207, C.R.S. and other provisions of the Special District Act granting rights to municipalities or counties approving a service plan of a special district. 5. Amendment. This Agreement may be amended, modified, changed, or terminated in whole or in part only by a written agreement duly authorized and executed by the parties hereto. 6. Governing Law; Venue. This Agreement shall be governed by and construed under the applicable laws of the State of Colorado. Venue for any judicial action to interpret or enforce this Agreement shall be in Larimer County District Court of the Eighth Judicial District for the State of Colorado. 7. Beneficiaries. Except as otherwise stated herein, this Agreement is intended to describe the rights and responsibilities of and between the named parties and is not intended to, and shall not be deemed to confer any rights upon any persons or entities not named as parties. 8. Effect of Invalidity. If any portion of this Agreement is held invalid or unenforceable for any reason by a court of competent jurisdiction as to either party or as to both parties, such portion shall be deemed severable and its invalidity or its unenforceability shall not cause the entire agreement to be terminated. 9. Assignability. Neither the City nor the Districts shall assign their rights or delegate their duties hereunder without the prior written consent of the other parties. Any assignment of rights or delegation of duties without such prior written consent shall be deemed null and void and of no effect. Notwithstanding the foregoing, the City and the Districts may enter into contracts or other agreements with third parties to perform any of their respective duties required under this Agreement. 10. Successors and Assigns. This Agreement and the rights and obligations created hereby shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. SW PROSPECT I25 METROPOLITAN DISTRICT NOS. 1-7 BY: President ATTEST: 1 Packet Pg. 404 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 40775075.v1 By:_______________________________ Secretary CITY OF FORT COLLINS, COLORADO By: Mayor ATTEST: By: City Clerk 1 Packet Pg. 405 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 1596.0003; 884443 CERTIFICATE CONCERNING NOTICES OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN IN RE THE ORGANIZATION OF SW PROSPECT I25 METROPOLITAN DISTRICT NOS. 1-7, CITY OF FORT COLLINS, COUNTY OF LARIMER, STATE OF COLORADO I, Abby Franz, an a paralegal at the law firm of White Bear Ankele Tanaka & Waldron Professional Corporation, acting on behalf of SW Prospect I25 Metropolitan District Nos.1-7 (the “Districts”), do hereby certify as follows: 1. That the City Council of the City of Fort Collins (the “City Council”) set a public hearing for Tuesday, March 6, 2018 at 6:00 p.m. at the City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado (the “Hearing”), for the purpose of considering the Consolidated Service Plan (the “Service Plan”) for the Districts and to form a basis for adopting a resolution approving, conditionally approving or disapproving the Service Plan; 2. That, pursuant to § 32-1-204.5, C.R.S., and the City of Fort Collins Policy for Reviewing Proposed Service Plans for Title 32 Metropolitan Districts, dated July 9, 2008, the Notice of Public Hearing on Consolidated Service Plan, a copy of which is attached hereto as Exhibit A and incorporated herein by this reference, was sent by U.S. mail on February 14, 2018, more than ten (10) days prior to the Hearing, to the property owners within the proposed Districts as listed on the records of the County Assessor, as set forth on the list attached hereto as Exhibit B and incorporated herein by this reference and; 3. That the Notice of Public Hearing on Consolidated Service Plan was further published on February 12, 2018 in The Coloradoan. A copy of the Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan is attached hereto as Exhibit C and incorporated herein by this reference Signed this 28 th day of February, 2018. By: Abby Franz, Paralegal EXHIBIT B 2 Packet Pg. 406 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT A TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 407 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) NOTICE OF PUBLIC HEARING FOR THE ORGANIZATION OF A SPECIAL DISTRICT IN RE THE ORGANIZATION OF SW PROSPECT I25 METROPOLITAN DISTRICT NOS. 1-7, CITY OF FT. COLLINS, COUNTY OF LARIMER, STATE OF COLORADO NOTICE IS HEREBY GIVEN that, pursuant to § 32-1-204(1), C.R.S., a Service Plan (the “Service Plan”) for the proposed SW Prospect I25 Metropolitan District Nos. 1-7 (“Districts”) has been filed and is available for public inspection in the office of the City Clerk of the City of Ft. Collins. A public hearing on the Service Plan will be held by the City Council of the City of Ft. Collins (the “City Council”) on Tuesday, March 6, 2018, at 6:00 p.m., at City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado, or as soon thereafter as the City Council may hear such matter. The Districts are metropolitan districts. Public improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed, specifically including related eligible costs for acquisition and administration, as authorized by the Special District Act, except as specifically limited in Section V of the Districts’ Service Plan to serve the future taxpayers and property owners of the Districts as determined by the Board of the Districts in its discretion. The maximum mill levy each District is permitted to impose upon the taxable property within its boundaries and shall be Eighty (80) Mills subject to the limitations set forth in the Service Plan. The proposed districts will be located at the southwest corner of the Prospect/I-25 Intersection. A description of the land contained within the boundaries of the proposed Districts is as follows: A Tract of land located in Section 21, and Section 22, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, containing approximately 142.43 acres, as further described in the Service Plan. NOTICE IS FURTHER GIVEN that pursuant to § 32-1-203(3.5), C.R.S., any person owning property in the proposed Districts may request that such property be excluded from the Districts by submitting such request to the Board of County Commissioners of Larimer County no later than ten days prior to the public hearing. All protests and objections must be submitted in writing to the City Manager at or prior to the public hearing or any continuance or postponement thereof in order to be considered. All protests and objections to the Districts shall be deemed to be waived unless presented at the time and in the manner specified herein. BY ORDER OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS 2 Packet Pg. 408 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT B TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Mailing List of Property Owners) 2 Packet Pg. 409 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Colorado State University P.O. Box 483 Fort Collins, CO 80522 2 Packet Pg. 410 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) EXHIBIT C TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 411 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 2 Packet Pg. 412 Attachment: Exhibit B (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) -1- RESOLUTION 2018-027 OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS APPROVING THE CONSOLIDATED SERVICE PLAN FOR THE GATEWAY AT PROSPECT METROPOLITAN DISTRICT NOS. 1-7 WHEREAS, the interchange at Interstate Highway 25 and Prospect Road (the “Interchange”) is owned by the State of Colorado and operated and maintained by the Colorado Department of Transportation (“CDOT”); and WHEREAS, the Interchange is within the City’s boundaries and adjacent to its four corners are several undeveloped parcels of privately-owned land, which parcels are also within the City’s boundaries; and WHEREAS, Fort Collins/I-25 Interchange Corner, LLC (“FCIC”) is the fee title owner of a parcel of land adjacent to the northwest corner of the Interchange (the “FCIC Parcel”); and WHEREAS, Gateway at Prospect Apartments, LLC (“GAPA”) is the fee title owner of a parcel of land also adjacent to the northwest corner of the Interchange (the “GAPA Parcel”); and WHEREAS, a group of tenants in common (“TIC Owners”) are the fee title owners of the three parcels of land adjacent to the northeast corner of the Interchange (the “TIC Owners Parcels”); and WHEREAS, Paradigm Properties LLC (“Paradigm”) is the fee title owner of the two parcels of land adjacent to the southeast corner of the Interchange (the “Paradigm Parcels”); and WHEREAS, the Colorado State University Research Foundation (“CSURF”) is the fee title owner of the two parcels of land adjacent to the southwest corner of the Interchange (the “CSURF Parcels”); and WHEREAS, FCIC, GAPA, the TIC Owners, Paradigm and CSURF are hereafter collectively referred to as the “Property Owners” and the FCIC Parcel, GAPA Parcel, the TIC Owners Parcels, Paradigm Parcels and CSURF Parcels are hereafter collectively referred to as the “Properties”; and WHEREAS, CDOT has notified the City that it is planning a project to significantly modify and improve the Interchange by reconstructing its ramps and bridge and by reconstructing Prospect Road to a configuration with four through lanes, a raised median, left turn lanes and pedestrian and bicycle facilities, and CDOT is expected to begin construction of this project after July 1, 2018 (the “Project”); and WHEREAS, the Project will also include certain urban design improvements requested by the City that are typically required under the City’s development standards (the “Urban Design Features”); and WHEREAS, the Project and the Urban Design Features will provide significant public benefits to the City and its residents, and they will benefit the Property Owners by materially increasing the value of their Properties; and Packet Pg. 413 -2- WHEREAS, CDOT estimates that the total cost of the Project, as originally proposed by it, will be approximately $24 million, but it has indicated that it will only provide $12 million to fund the Project, leaving a $12 million deficit; and WHEREAS, the Urban Design Features planned by the City will add an additional $7 million to the cost of the Project, bringing the total Project cost to $31 million; and WHEREAS, CDOT has asked the City to participate in the Project by funding the $12 million deficit originally identified by CDOT, but the City is only willing to consider funding this deficit if the additional $7 million of Urban Design Features are included in the Project and if the Town of Timnath, Colorado (“Timnath”) and the Property Owners share in funding this $19 million deficit; and WHEREAS, the City has previously entered into an Intergovernmental Agreement dated April 14, 2017, with CDOT in which the City has agreed to contribute $2.25 million in support of CDOT’s project to improve I-25 from Colorado Highway 402 to Colorado Highway 14 (the “CDOT IGA”); and WHEREAS, on January 2, 2018, the City Council adopted Resolution 2018-004 approving an amendment to the CDOT IGA, in which amendment the City has agreed to share in the cost of the Interchange Project as proposed by CDOT and CDOT has agreed to add the Urban Design Features to the Project, which amendment the City and CDOT entered into on January 18, 2018 (the “Amended IGA”); and WHEREAS, the City has also asked Timnath to share in funding the City’s commitment to CDOT under the Amended IGA since Timnath will also experience significant public benefits from the Project; and WHEREAS, the City and Timnath have been negotiating a separate agreement under which Timnath would reimburse the City for up to $2.5 million of the $19 million deficit to be paid over a twenty-year period, thereby leaving a $16.5 million deficit (the “Remaining Deficit”); and WHEREAS, the City and the Property Owners have previously negotiated and entered into that certain “Memorandum of Understanding Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” dated January 30, 2018, which City Council approved in Resolution 2018-005 on January 2, 2018 (the “MOU”); and WHEREAS, the City and the Property Owners acknowledged in the MOU that while it is not a binding agreement, the parties nevertheless intended to cooperate in good faith to negotiate and enter into a binding agreement under which the parties would agree to equally share in the payment of the Remaining Deficit; and WHEREAS, as so intended in the MOU, City staff and the Property Owners have negotiated in good faith a “Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” (the “Binding Agreement”); and Packet Pg. 414 -3- WHEREAS, the City Council has on this date adopted Resolution 2018-024 approving and authorizing the City’s execution of the Binding Agreement; and WHEREAS, the Property Owners agree in the Binding Agreement to equally share the Remaining Deficit by the Property Owners agreeing to reimburse the City over time their $8.25 million share (“Shared Deficit”) to be reduced by a credit of $500,000 representing the value of the Property Owners’ land that will be dedicated to CDOT without receiving compensation as right of way for the Project (the “ROW Credit”) and a credit of $700,000 representing the transportation capital expansion fees anticipated to be paid to the City under Fort Collins Code Section 7.5-32 related to the future development of the Properties (the “TCEF Credit”); and WHEREAS, after the ROW Credit and the TCEF Credit are applied to the Shared Deficit, the Binding Agreement provides that the Property Owners’ portion of the Shared Deficit will be $7,050,000, plus financing costs (“Owners’ Share”); and WHEREAS, the Binding Agreement further provides that the Owners’ Share will accrue interest at the rate the City incurs in financing its funding obligations to CDOT under the Amended IGA and that this adjusted amount will be paid in twenty annual payments of principal and interest from the Pledged Revenues (as hereinafter defined); and WHEREAS, the Property Owners also agree in the Binding Agreement to record against their respective Properties a covenant imposing a public improvement fee at a rate .75%, net of any administrative fees for collection, to be imposed on all future retail sales on the Properties that are also subject to the City’s sales tax under Article III of City Code Chapter 25, as amended (collectively, the “Interchange PIF Covenant”); and WHEREAS, to pay the Owners’ Share, the Binding Agreement contemplates that the Property Owners will organize a metropolitan district under the provisions of Article 1 of Title 32 of the Colorado Revised Statutes (the “Special District Act”); and WHEREAS, on July 15, 2008, the City Council adopted Resolution 2008-069 creating a Policy for Reviewing Proposed Service Plans for Title 32 metropolitan districts (the “City Policy”) setting forth criteria to serve as a guide for Council’s consideration of metropolitan district service plans, but retaining to Council the full discretion and authority regarding the terms and conditions of the service plans it considers and approves; and WHEREAS, the Property Owners have submitted to the City, in accordance with the City Policy, the “Service Plan for I-25/Prospect Interchange Metropolitan District, City of Fort Collins, Colorado” (the “Interchange Service Plan”) to create this metropolitan district (the “Interchange Metro District”); and WHEREAS, the Interchange Service Plan proposes the creation of the Interchange Metro District for the sole purpose of paying the Owners’ Share through the Interchange Metro District’s pledge of a combination of a property tax mill levy of not less than 7.5 mills, but not more than 10 mills, on the Properties (“Property Tax”), fees imposed by it on and collected from future development occurring on the Properties (“Project Fees”) and the net revenues from the Interchange PIF Covenant collected by the Interchange Metro District (“PIF Revenues”); and Packet Pg. 415 -4- WHEREAS, the Interchange Metro District’s commitment to pledge the Property Tax, the Project Fees and the PIF Revenues (collectively, the “Pledged Revenues”) to the payment of the Owners’ Share is set out in the Capital Pledge Agreement attached as Exhibit “D” to the Interchange Service Plan (the “Capital Pledge Agreement”); and WHEREAS, as anticipated in the MOU, four of the Property Owners also wish to form other metropolitan districts under the District Act to use to construct and fund some or all of the basic public infrastructure needed in the future development of their individual Properties, whether such development is commercial or residential, and for maintenance of such infrastructure and for all other purposes allowed by the District Act and the approved service plans (the “Development Metro Districts”); and WHEREAS, the Interchange Metro District and the Development Metro Districts shall be collectively referred to as the “Metro Districts”; and WHEREAS, the Metro Districts cannot be created under the District Act without the City Council approving a service plan for each of the Metro Districts (collectively, “Service Plans”) which, together with the District Act, will govern the operation of the Metro Districts and their authority to impose, collect, spend and pledge property taxes and fees, issue debt, and they will delineate the type of basic public infrastructure and services the Metro Districts will be authorized to provide and how the Metro Districts will cooperate with each other, the City and the Property Owners to fund regional and local infrastructure; and WHEREAS, the Binding Agreement contemplates that if all of the Service Plans are not approved by Council, that the Interchange Metro District will not enter into the Capital Pledge Agreement and the Property Owners will not record the Interchange PIF Covenant, however the Binding Agreement also contemplates that the Development Districts will be unable to impose any fees or property tax mill levy or issue any debt unless the Interchange Metro District conducts a TABOR election on May 8, 2018, in accordance with Article X, Section 20 of the Colorado Constitution, that authorizes the Interchange Metro District’s Property Tax and the Capital Pledge Agreement, the Interchange Metro District enters into the Capital Pledge Agreement, and the Property Owners record the PIF Covenant against all of their respective Properties; and WHEREAS, FCIC, as the owner of the FCIC Parcel, and GAPA, as the owner of GAPA Parcel, have submitted to the City, in accordance with the City Policy, the “Consolidated Service Plan for Gateway at Prospect Metropolitan District Nos. 1-7” attached hereto as Exhibit “A” and incorporated herein by reference (the “Gateway Service Plan”); and WHEREAS, in accordance with Subsection B of the Review and Approval Process section of the City Policy and Colorado Revised Statutes Section 32-1-204.5, FCIC and GAPA have complied with all notification requirements for City Council’s public hearing on the Gateway Service Plan as evidenced by the “Certificate of Mailing Notice of Service Plan Hearing” dated February 28, 2018, attached hereto as Exhibit “B” and incorporated herein by reference (the “Notice Requirements”); and Packet Pg. 416 -5- WHEREAS, in addition to compliance with the Notice Requirements, FCIC and GAPA have caused to be published a notice of the Public Hearing in the Coloradoan, a newspaper of general circulation within the boundaries of the proposed Gateway at Prospect Metropolitan District Nos. 1-7 (the “Gateway Metro Districts”); and WHEREAS, the City Council has reviewed the Gateway Service Plan and considered the testimony and evidence presented at a public hearing on March 6, 2018 (the “Public Hearing”); and WHEREAS, the Special District Act requires that any service plan submitted to the district court for the creation of a metropolitan district must first be approved by a resolution of the governing body of the municipality within which the proposed district lies; and WHEREAS, the City Council wishes to approve the Gateway Service Plan. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT COLLINS, COLORADO, as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby determines that the City’s notification requirements have been complied with regarding the Public Hearing on the Gateway Service Plan. Section 3. That the City Council hereby finds that the Gateway Service Plan contains, or sufficiently provides for, the items described in Colorado Revised Statutes Section 32-1-202(2), and that: a. There is sufficient existing and projected need for organized service in the area to be serviced by the proposed Gateway Metro Districts; b. The existing service in the area to be served by the proposed Gateway Metro Districts is inadequate for present and projected needs; c. The proposed Gateway Metro Districts are capable of providing economical and sufficient service to the area within their proposed boundaries; and d. The area to be included within the proposed Gateway Metro Districts has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. Section 4. That the City Council’s findings are based solely upon the evidence in the Gateway Service Plan as presented at the Public Hearing and the City has not conducted any Packet Pg. 417 -6- independent investigation of the evidence. The City makes no guarantee as to the financial viability of the Gateway Metro Districts or the achievability of the desired results. Section 5. That the City Council hereby approves the Gateway Service Plan. Section 6. That the City Council’s approval of the Gateway Service Plan is not a waiver or a limitation upon any power that the City or the City Council is legally permitted to exercise with respect to the property within the Gateway Metro Districts. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March A.D. 2018. ____________________________________ Mayor ATTEST: ______________________________ City Clerk Packet Pg. 418 CONSOLIDATED SERVICE PLAN FOR GATEWAY AT PROSPECT METROPOLITAN DISTRICT NOS. 1-7 CITY OF FORT COLLINS, COLORADO Prepared by: White Bear Ankele Tanaka & Waldron, Professional Corporation 748 Whalers Way, Suite 210 Fort Collins, Colorado 80525 March 6, 2018 EXHIBIT A 1 Packet Pg. 419 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) i TABLE OF CONTENTS I. INTRODUCTION .............................................................................................................. 1 A. Purpose and Intent................................................................................................... 1 B. Need for the Districts. ............................................................................................. 2 C. Objective of the City Regarding Districts’ Service Plan. ....................................... 2 II. DEFINITIONS .................................................................................................................... 3 III. BOUNDARIES ................................................................................................................... 6 IV. PROPOSED LAND USE AND ASSESSED VALUATION ............................................. 6 V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES ....... 7 A. Powers of the Districts and Service Plan Amendment. .......................................... 7 1. Operations and Maintenance....................................................................... 7 2. Development Standards. ............................................................................. 7 3. Privately Placed Debt Limitation. ............................................................... 7 4. Inclusion and Exclusion Limitation. ........................................................... 8 5. Maximum Debt Authorization. ................................................................... 8 6. Monies from Other Governmental Sources. ............................................... 8 7. Consolidation Limitation. ........................................................................... 8 8. Eminent Domain Limitation. ...................................................................... 8 9. Service Plan Amendment Requirement. ..................................................... 9 B. Infrastructure Preliminary Development Plan. ....................................................... 9 VI. FINANCIAL PLAN.......................................................................................................... 10 A. General. ................................................................................................................. 10 B. Maximum Voted Interest Rate and Maximum Underwriting Discount. .............. 11 C. Maximum Mill Levies. ......................................................................................... 11 D. Debt Issuance and Maturity. ................................................................................. 12 E. Security for Debt. .................................................................................................. 12 F. TABOR Compliance. ............................................................................................ 12 G. Districts’ Operating Costs. .................................................................................... 12 H. Elections. ............................................................................................................... 13 VII. ANNUAL REPORT ......................................................................................................... 13 A. General. ................................................................................................................. 13 B. Reporting of Significant Events. ........................................................................... 13 VIII. DISSOLUTION ................................................................................................................ 14 IX. PROPOSED AND EXISTING INTERGOVERNMENTAL AGREEMENTS AND EXTRATERRITORIAL SERVICE AGREEMENTS ..................................................... 14 X. MATERIAL MODIFICATIONS ..................................................................................... 14 1 Packet Pg. 420 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 ii XI. SANCTIONS .................................................................................................................... 15 XII. INTERGOVERNMENTAL AGREEMENT WITH CITY .............................................. 16 XIII. CONCLUSION ................................................................................................................. 16 XIV. RESOLUTION OF APPROVAL ..................................................................................... 16 1 Packet Pg. 421 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 iii LIST OF EXHIBITS EXHIBIT A-1 Legal Description of Project Area Boundaries EXHIBIT A-2 Legal Description of District No. 1 EXHIBIT A-3 Legal Description of District No. 2 EXHIBIT A-4 Legal Description of District No. 3 EXHIBIT A-5 Legal Description of District No. 4 EXHIBIT A-6 Legal Description of District No. 5 EXHIBIT A-7 Legal Description of District No. 6 EXHIBIT A-8 Legal Description of District No. 7 EXHIBIT B-1 Project Area Boundary Map EXHIBIT B-2 District No. 1 Boundary Map EXHIBIT B-3 District No. 2 Boundary Map EXHIBIT B-4 District Nos. 3-7 Boundary Map EXHIBIT B-5 District Nos. 1-7 Estimated Future Boundary Map EXHIBIT C Vicinity Map EXHIBIT D Infrastructure Preliminary Development Plan EXHIBIT E Financial Plan EXHIBIT F Intergovernmental Agreement 1 Packet Pg. 422 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1 I. INTRODUCTION A. Purpose and Intent. The Districts, which are intended to be independent units of local government separate and distinct from the City, are governed by this Service Plan. Except as may otherwise be provided for by State or local law or this Service Plan, the Districts’ activities are subject to review by the City only insofar as they may deviate in a material manner from the requirements of this Service Plan. The Districts are needed to provide Public Improvements to the Project for the benefit of property owners within the Districts and other local development and will result in enhanced benefits to existing and future business owners and/or residents of the City. The primary purpose of the Districts will be to finance the construction of these Public Improvements. The Districts are being organized under a multiple-district structure. As the Project is anticipated to be built over an extended period of time, this will allow for a phased absorption of the Project and corresponding Public Improvements. Additionally, such structure assures proper coordination of the powers and authorities of the independent Districts and avoids confusion regarding the separate, but coordinated, purposes of the Districts that could arise if separate service plans were used. Under such structure, District No. 7, as the service district, is responsible for managing the construction and operation of the facilities and improvements needed for the Project. District No. 1, District No. 2, District No. 3, District No. 4, District No. 5 and District No. 6, as the financing districts, are responsible for providing the funding and tax base needed to support the Financial Plan for capital improvements. The continued operation of District No. 7, as the service district which owns and operates the public facilities throughout the Project, and the continued operation of District No. 1, District No. 2, District No. 3, District No. 4, District No. 5 and District No. 6, as the financing districts that will generate the tax revenue sufficient to pay the costs of the capital improvements, creates several benefits. These benefits include, inter alia: (1) coordinated administration of construction and operation of Public Improvements, and delivery of those improvements in a timely manner; (2) maintenance of equitable mill levies and reasonable tax burdens on all areas of the Project through proper management of the financing and operation of the Public Improvements; and (3) assured compliance with state laws regarding taxation in a manner which permits the issuance of tax exempt Debt at the most favorable interest rates possible. Currently, development of the Project is anticipated to proceed in phases. Each phase will require the extension of public services and facilities. The multiple district structure will assure that the construction and operation of each phase is primarily administered by a single board of directors consistent with a long-term construction and operations program. Use of District No. 7 as the entity responsible for construction of each phase of the Public Improvements and for management of operations will facilitate a well-planned financing effort through all phases of construction and will assist in assuring coordinated extension of services. The multiple district structure will also help assure that Public Improvements will be provided when they are needed, and not sooner. Appropriate development agreements between District No. 7 and the Property Owners of the Project will allow the postponement of financing for improvements which may not be needed until well into the future, thereby helping property owners avoid the long-term carrying costs associated with financing improvements too early. This, in turn, 1 Packet Pg. 423 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 2 allows the full costs of Public Improvements to be allocated over the full build-out of the Project and helps avoid disproportionate cost burdens being imposed on the early phases of development. Allocation of the responsibility for paying Debt for Public Improvements and capital costs will be managed through development of a unified financing plan for those improvements and through development of an integrated operating plan for long-term operations and maintenance. Use of District No. 7 as the service district, to manage these functions, will help assure that the phasing of the Public Improvements will occur as logical and necessary as to conform to development plans approved by the City and will help maintain reasonably uniform mill levies and fee structures throughout the coordinated construction, installation, acquisition, financing and operation of Public Improvements throughout the Project. Intergovernmental agreements among the Districts will assure that the roles and responsibilities of each District are clear in this coordinated development and financing plan. B. Need for the Districts. There are currently no other governmental entities, including the City, located in the immediate vicinity of the Districts that, at this time, can financially undertake the planning, design, acquisition, construction, installation, relocation, redevelopment, and financing of the Public Improvements needed for the Project. Formation of the Districts is therefore necessary in order for the Public Improvements required for the Project to be provided in the most economic manner possible. C. Objective of the City Regarding Districts’ Service Plan. The City’s objective in approving the Service Plan for the Districts is to authorize the Districts to provide for the planning, design, acquisition, construction, installation, relocation and redevelopment of the Public Improvements from the proceeds of Debt to be issued by the Districts. The Districts project to issue a total of One Hundred and Twenty Five Million Dollars ($125,000,000). All Debt is projected to be repaid by the imposition of a Debt Service Mill Levy not to exceed Eighty (80) Mills minus the Overlay District Debt Service Mill Levy, which is in turn not to exceed Ten (10) Mills, subject to adjustment as set forth in the service plan of the Overlay District. The combined Debt Service Mill Levy, Operations and Maintenance Mill Levy and Overlay District Debt Service Mill Levy shall under no circumstances exceed the Maximum Mill Levy described in Section VI.C. In no event shall the Debt Service Mill Levy exceed the Maximum Mill Levy as described in Section VI.C. herein. The City shall, under no circumstances, be responsible for the Debts of the Districts and the City’s approval of this Service Plan shall in no way be interpreted as an agreement, whether tacit or otherwise, to be financially responsible for the Debts of the Districts or the construction of Public Improvements. This Service Plan is intended to establish a limited purpose for the Districts and explicit financial constraints that are not to be violated under any circumstances. The primary purpose is to provide for the Public Improvements associated with the Project and regional improvements as necessary. Ongoing operational and maintenance activities are allowed as addressed in this Service Plan to the extent that the Districts have sufficiently demonstrated that such operations and maintenance functions are in the best interest of the City and the existing and future taxpayers of the Districts. As further detailed in Section VI.C. herein, the aggregate of the 1 Packet Pg. 424 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 3 Debt Service Mill Levy, Operations and Maintenance Mill Levy and Overlay District Debt Service Mill Levy shall not exceed the Maximum Mill Levy. It is the intent of the Districts to dissolve upon payment or defeasance of all Debt incurred or upon a court determination that adequate provision has been made for the payment of all Debt. However, if the Districts have authorized operation and maintenance functions under this Service Plan, or if by agreement with the City it is desired that the Districts shall continue to exist, then the Districts shall not dissolve but shall retain the power necessary to impose and collect taxes or fees to pay for costs associated with said operations and maintenance functions and/or to perform agreements with the City. The Districts shall be authorized to finance the Public Improvements that can be funded from Debt to be repaid from tax revenues collected from a mill levy which shall not exceed the Maximum Mill Levy and which shall not exceed the Maximum Debt Authorization and Maximum Debt Maturity Term. II. DEFINITIONS In this Service Plan, the following terms which appear in a capitalized format herein shall have the meanings indicated below, unless the context hereof clearly requires otherwise: Approved Development Plan: means a development plan or other process established by the City (including but not limited to approval of a final plat or PUD by the City Council) for identifying, among other things, Public Improvements necessary for facilitating development of property within the Service Area as approved by the City pursuant to the City Code and as amended pursuant to the City Code from time to time. Binding Agreement: means the Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange, by and among the City and the Property Owner, among others. Board or Boards: means the Board of Directors of any of the Districts, or the boards of directors of all of the Districts, in the aggregate. Bond, Bonds or Debt: means bonds, notes or other multiple fiscal year financial obligations for the payment of which a District has promised to impose an ad valorem property tax mill levy, and other legally available revenue. Such terms do not include intergovernmental agreements pledging the collection and payment of property taxes in connection with a service district and taxing district(s) structure, if applicable, and other contracts through which a District procures or provides services or tangible property. Capital Pledge Agreement: means the Capital Pledge Agreement between the City and the Overlay District implementing the terms and provisions of the Binding Agreement. City: means the City of Fort Collins, Colorado. Any provision in this Agreement requiring City Council approval shall be deemed to be exercised by City Council in its sole discretion. City Council: means the City Council of the City of Fort Collins, Colorado. 1 Packet Pg. 425 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 4 Debt Service Mill Levy: means the mill levy the Districts project to impose for payment of Debt as set forth in the Financial Plan and Section VI. below. District: means Gateway at Prospect Metropolitan District No. 1, Gateway at Prospect Metropolitan District No. 2, Gateway at Prospect Metropolitan District No. 3, Gateway at Prospect Metropolitan District No. 4, Gateway at Prospect Metropolitan District No. 5, Gateway at Prospect Metropolitan District No. 6 or Gateway at Prospect Metropolitan District No. 7, individually. District No. 1: means Gateway at Prospect Metropolitan District No. 1. District No. 2: means Gateway at Prospect Metropolitan District No. 2. District No. 3: means Gateway at Prospect Metropolitan District No. 3. District No. 4: means Gateway at Prospect Metropolitan District No. 4. District No. 5: means Gateway at Prospect Metropolitan District No. 5. District No. 6: means Gateway at Prospect Metropolitan District No. 6. District No. 7: means Gateway at Prospect Metropolitan District No. 7. Districts: means Gateway at Prospect Metropolitan District No. 1, Gateway at Prospect Metropolitan District No. 2, Gateway at Prospect Metropolitan District No. 3, Gateway at Prospect Metropolitan District No. 4, Gateway at Prospect Metropolitan District No. 5, Gateway at Prospect Metropolitan District No. 6 or Gateway at Prospect Metropolitan District No. 7, collectively. District Organization Date: means the date the order and decree issued by the Larimer County District Court as required by law for the District or Districts is recorded with the Larimer County Clerk and Recorder. External Financial Advisor: means a consultant that: (1) is qualified to advise Colorado governmental entities on matters relating to the issuance of securities by Colorado governmental entities including matters such as the pricing, sales and marketing of such securities and the procuring of bond ratings, credit enhancement and insurance in respect of such securities; (2) shall be an underwriter, investment banker, or individual listed as a public finance advisor in the Bond Buyer’s Municipal Market Place or, in the City’s sole discretion, other recognized publication as a provider of financial projections; and (3) is not an officer or employee of the Districts. Financial Plan: means the Financial Plan described in Section VI which is prepared by an External Financial Advisor in accordance with the requirements of the City Code and describes (a) how the Public Improvements are to be financed; (b) how the Debt is expected to be incurred; and (c) the estimated operating revenue derived from property taxes for the first budget year through the year in which all District Debt is expected to be defeased or paid in the ordinary course. In the event the Financial Plan is not prepared by an External Financial Advisor, the Financial Plan is accompanied by a letter of support from an External Financial Advisor. This Financial Plan is intended to represent only one example of debt issuance and financing structure of the Districts, 1 Packet Pg. 426 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 5 any variations or adjustments in the timing or implementation thereof shall not be interpreted as material modifications to this Service Plan. Infrastructure Preliminary Development Plan: means the Infrastructure Preliminary Development Plan as described in Section V.B. which includes: (a) a preliminary list of the Public Improvements to be developed by the Districts; (b) an estimate of the cost of the Public Improvements; and (c) the map or maps showing the approximate location(s) of the Public Improvements. The Districts’ implementation of this Infrastructure Preliminary Development Plan is subject to change conditioned upon various external factors including, but not limited to, site conditions, engineering requirements, City, county or state requirements, land use conditions, market conditions, and zoning limitations. Intergovernmental Agreement: means the intergovernmental agreement between the Districts and the City, a form of which is attached hereto as Exhibit F. The Intergovernmental Agreement may be amended from time to time by the applicable District and the City. Maximum Mill Levy: means the maximum mill levy each of the Districts is permitted to impose under this Service Plan for payment of Debt and administration, operations, and maintenance expenses as set forth in Section VI.C. below. Maximum Debt Authorization: means the total Debt the Districts are permitted to issue as set forth in Section V.A.5 and supported by the Financial Plan. Maximum Debt Maturity Term: means the maximum term for repayment in full of a specific District Debt issuance as set forth in Section VI.D. below. Operations and Maintenance Mill Levy: means the mill levy the Districts project to impose for payment of administration, operations, and maintenance costs as set forth in the Financial Plan and Section VI. below. Overlay District: means the I-25/Prospect Interchange Metropolitan District. Overlay District Debt Service Mill Levy: means the mill levy the Overlay District imposes under its service plan for payment of its debt. Project: means the development or property commonly referred to as Gateway at Prospect Site. Project Area Boundaries: means the boundaries of the area described in the Project Area Boundary Map and the legal description attached hereto as Exhibit A-1. Project Area Boundary Map: means the map attached hereto as Exhibit B-1, describing the overall property that incorporates the Project. Property Owner: means Fort Collins/I-25 Interchange Corner, LLC, a Colorado limited liability company, and Gateway at Prospect Apartments, LLC, a Colorado limited liability company, their successors or assigns. 1 Packet Pg. 427 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 6 Public Improvements: means a part or all of the improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed as generally described in the Special District Act, except as specifically limited in Section V below to serve the future taxpayers and property owners of the Service Area as determined by the Board of the Districts. Service Area: means the property within the Project Area Boundary Map after such property has been included within the Districts. Service Plan: means this service plan for the Districts approved by the City Council. Service Plan Amendment: means an amendment to the Service Plan approved by the City Council in accordance with applicable state law and this Service Plan. Special District Act or “Act”: means Article 1 of Title 32 of the Colorado Revised Statutes, as amended from time to time. State: means the State of Colorado. Vicinity Map: means a map of the regional area surrounding the Project. III. BOUNDARIES The Project Area Boundaries includes approximately One Hundred Seventy Nine (179) acres. A legal description of the Project Area Boundaries is attached as Exhibit A-1. The Project Area Boundaries are divided into seven (7) separate and distinct Districts (District No. 1, District No. 2, District No. 3, District No. 4, District No. 5, District No. 6 and District No. 7), legal descriptions for which are attached hereto as Exhibits A-2, A-3, A-4, A-5, A-6, A-7 and A-8, respectively. A Project Area Boundary Map is attached hereto as Exhibit B-1, a map of District No. 1 is included as Exhibit B-2, a map of District No. 2 is included as Exhibit B-3, a map of District Nos. 3-7 is included as Exhibit B-4, and an estimated future boundary map of the Districts is included as Exhibit B-5. Finally, a Vicinity Map is attached hereto as Exhibit C. It is anticipated that the Districts’ Boundaries may change from time to time as they undergo inclusions and exclusions pursuant to Section 32-1-401, et seq., C.R.S., and Section 32-1-501, et seq., C.R.S., subject to the limitations set forth in Article V below. IV. PROPOSED LAND USE AND ASSESSED VALUATION The Service Area consists of approximately One Hundred Seventy Nine (179) acres of planned mixed use land. The current assessed valuation of the Service Area is approximately One Hundred Fifty Thousand Dollars ($150,000) and, at build out, is expected to be Two Hundred and Twenty Five Million Dollars ($225,000,000). This amount is expected to be sufficient to reasonably discharge the Debt as demonstrated in the Financial Plan. Approval of this Service Plan by the City does not imply approval of the development of a specific area within the Districts, nor does it imply approval of the total site/floor area of commercial buildings or space which may be identified in this Service Plan or any of the exhibits 1 Packet Pg. 428 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 7 attached thereto or any of the Public Improvements, unless the same is contained within an Approved Development Plan. V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES A. Powers of the Districts and Service Plan Amendment. The Districts shall have the power and authority to acquire, construct and install the Public Improvements within and without the boundaries of the Districts as such power and authority is described in the Special District Act, and other applicable statutes, common law and the State Constitution, subject to the limitations set forth herein. If, after the Service Plan is approved, the State Legislature includes additional powers or grants new or broader powers for Title 32 districts by amendment of the Special District Act or otherwise, any or all such powers shall be deemed to be a part hereof and available to or exercised by the Districts upon prior resolution approval of the City Council concerning the exercise of such powers. Such approval by the City Council shall not constitute a material modification of this Service Plan. 1. Operations and Maintenance. The purpose of the Districts is to plan for, design, acquire, construct, install, relocate, redevelop and finance the Public Improvements. The Districts shall dedicate the Public Improvements to the City or other appropriate jurisdiction or owners association in a manner consistent with the Approved Development Plan and applicable provisions of the City Code. Additionally, the Districts shall be authorized to operate and maintain any part or all of the Public Improvements until such time that the Districts dissolve. 2. Development Standards. The Districts will ensure that the Public Improvements are designed and constructed in accordance with the standards and specifications of the City and of other governmental entities having proper jurisdiction, as applicable. The Districts directly or indirectly through the Property Owners or any developer will obtain the City’s approval of civil engineering plans and will obtain applicable permits for construction and installation of Public Improvements prior to performing such work. Unless waived by the City, the Districts shall be required, in accordance with the City Code, to post a surety bond, letter of credit, or other approved development security for any Public Improvements to be constructed by the Districts. Such development security may be released when the Districts have obtained funds, through bond issuance or otherwise, adequate to insure the construction of the Public Improvements. Any limitation or requirement concerning the time within which the City must review the Districts’ proposal or application for an Approved Development Plan or other land use approval is hereby waived by the Districts. 3. Privately Placed Debt Limitation. Prior to the issuance of any privately placed Debt, a District shall obtain the certification of an External Financial Advisor substantially as follows: We are [I am] an External Financial Advisor within the meaning of the District’s Service Plan. 1 Packet Pg. 429 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 8 We [I] certify that (1) the net effective interest rate (calculated as defined in Section 32-1-103(12), C.R.S.) to be borne by the District for the [insert the designation of the Debt] does not exceed a reasonable current [tax-exempt] [taxable] interest rate, using criteria deemed appropriate by us [me] and based upon our [my] analysis of comparable high yield securities; and (2) the structure of [insert designation of the Debt], including maturities and early redemption provisions, is reasonable considering the financial circumstances of the District. 4. Inclusion and Exclusion Limitation. The Districts shall be entitled to include within their boundaries any property within the Project Area Boundaries without prior approval of the City Council. The Districts shall also be entitled to exclude from their boundaries any property within the Project Area Boundaries so far as, within a reasonable time thereafter, the property is included within the boundaries of another District, and upon compliance with the provisions of the Special District Act. All other inclusions or exclusions shall require the prior resolution approval of the City Council, and if approved, shall not constitute a material modification of this Service Plan. 5. Maximum Debt Authorization. The Districts anticipate approximately One Hundred and Eight Million Sixty-Six Thousand One Hundred and Sixty Dollars ($108,066,160) in project costs in 2018 dollars as set forth in Exhibit D, and anticipate issuing approximately One Hundred Twenty Five Million Dollars ($125,000,000) (the “Maximum Debt Authorization”) in Debt to pay such costs as set forth in Exhibit E. The Districts shall not issue Debt in amounts in excess of the Maximum Debt Authorization. The Districts must seek prior resolution approval by the City Council to issue Debt in excess of the Maximum Debt Authorization to pay the actual costs of the Public Improvements set forth in Exhibit D plus inflation, contingencies and other unforeseen expenses associated with such Public Improvements. Such approval by the City Council shall not constitute a material modification of this Service Plan so long as increases are reasonably related to the Public Improvements set forth in Exhibit D and any Approved Development Plan. 6. Monies from Other Governmental Sources. The Districts shall not apply for or accept Conservation Trust Funds, Great Outdoors Colorado Funds, or other funds available from or through governmental or non-profit entities for which the City is eligible to apply for, except pursuant to an intergovernmental agreement with the City. This Section shall not apply to specific ownership taxes which shall be distributed to and a revenue source for the Districts without any limitation. 7. Consolidation Limitation. The Districts shall not file a request with any Court to consolidate with another Title 32 district without the prior resolution approval of the City Council, unless such consolidation is among the Districts themselves, which shall not require approval of the City Council. 8. Eminent Domain Limitation. The Districts shall not exercise their statutory power of eminent domain without first obtaining resolution approval from the City Council. This restriction on the Eminent Domain power by the Districts is being exercised voluntarily and shall 1 Packet Pg. 430 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 9 not be interpreted in any way as a limitation on the Districts’ sovereign powers and shall not negatively affect the Districts status as political subdivisions of the State of Colorado as allowed by the Special District Act. 9. Service Plan Amendment Requirement. This Service Plan is general in nature and does not include specific detail in some instances because development plans have not been finalized. The Service Plan has been designed with sufficient flexibility to enable the Districts to provide required services and facilities under evolving circumstances without the need for numerous amendments. Modification of the general types of services and facilities making up the Public Improvements, and changes in proposed configurations, locations or dimensions of the Public Improvements shall be permitted to accommodate development needs consistent with the then-current Approved Development Plan(s) for the Project. The Districts shall be independent units of local government, separate and distinct from the City, and their activities are subject to review by the City only insofar as they may deviate in a material manner from the requirements of the Service Plan. Any action of a District which: (1) violates the limitations set forth in this Section V.A. or (2) violates the limitations set forth in Section VI. below, shall be deemed to be a material modification to this Service Plan unless otherwise agreed by the City as provided for in Section X of this Service Plan or unless otherwise expressly provided herein. All other departures from the provisions of this Service Plan shall be considered on a case-by-case basis as to whether such departures are a material modification, unless otherwise expressly provided herein. No District may amend this Service Plan in a manner which materially affects any other District, in such other District’s sole discretion, without such other District’s written consent. B. Infrastructure Preliminary Development Plan. The Districts shall have authority to provide for the planning, design, acquisition, construction, installation, relocation, redevelopment, maintenance, and financing of the Public Improvements within and without the boundaries of the Districts, to be more specifically defined in an Approved Development Plan. The Infrastructure Preliminary Development Plan, including: (1) a list of the Public Improvements to be developed by the Districts; (2) an estimate of the cost of the Public Improvements; and (3) maps showing the approximate locations of the Public Improvements is attached hereto as Exhibit D and is hereby deemed to constitute the preliminary engineering or architectural survey required by Section 32-1-202(2)(c), C.R.S. The maps contained in the Infrastructure Preliminary Development Plan are also available in size and scale approved by the City’s planning department. As shown in the Infrastructure Preliminary Development Plan, the estimated cost of the Public Improvements which may be planned for, designed, acquired, constructed, installed, relocated, redeveloped, maintained or financed by the Districts is approximately One Hundred and Eight Million Sixty-Six Thousand One Hundred and Sixty Dollars ($108,066,160). The Districts shall be permitted to allocate costs between such categories of the Public Improvements as deemed necessary in their discretion. All of the Public Improvements described herein will be designed in such a way as to assure that the Public Improvements standards will be consistent with or exceed the standards 1 Packet Pg. 431 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 10 of the City and shall be in accordance with the requirements of the Approved Development Plan. All descriptions of the Public Improvements to be constructed, and their related costs, are estimates only and are subject to modification as engineering, development plans, economics, the City’s requirements, and construction scheduling may require. Upon approval of this Service Plan, the Districts will continue to develop and refine the Infrastructure Preliminary Development Plan and prepare for issuance of Debt. All cost estimates will be inflated to then-current dollars at the time of the issuance of Debt and construction. All construction cost estimates contained in the Infrastructure Preliminary Development Plan assume construction to applicable local, State or Federal requirements. Changes in the Public Improvements, Infrastructure Preliminary Development Plan, or costs, which are approved by the City in an Approved Development Plan, shall not constitute a material modification of this Service Plan. Additionally, due to the preliminary nature of the Infrastructure Preliminary Development Plan, the City shall not be bound by the Infrastructure Preliminary Development Plan in reviewing and approving the Approved Development Plan and the Approved Development Plan shall supersede the Infrastructure Preliminary Development Plan. VI. FINANCIAL PLAN A. General. The Districts shall be authorized to provide for the planning, design, acquisition, construction, installation, relocation and/or redevelopment of the Public Improvements from their revenues and by and through the proceeds of Debt to be issued by the Districts, subject to the limitations contained herein. The Financial Plan for the Districts shall be to issue no more Debt than the Districts can reasonably pay within Thirty (30) years for each series of Debt from revenues derived from the Debt Service Mill Levy and other revenue sources authorized by law. The Financial Plan for the Districts projects the need for a Debt Service Mill Levy of no greater than Fifty (50) Mills. The Financial Plan further provides for the Districts’ administrative and operations and maintenance activities through the imposition of an Operations and Maintenance Mill Levy of no greater than Twenty (20) Mills. The total Debt that the Districts shall be permitted to issue shall not exceed the Maximum Debt Authorization; provided, however, that Debt issued to refund outstanding Debt of the Districts, including Debt issued to refund Debt owed to the Property Owners of the Project pursuant to a reimbursement agreement or other agreement, shall not count against the Maximum Debt Authorization so long as such refunding Debt does not result in a net present value increase. Subject to the limitations contained herein, District Debt shall be issued on a schedule and in such year or years as the Districts determine shall meet the needs of the Financial Plan referenced above and phased to serve the Project as it occurs. All Bonds and other Debt issued by the Districts may be payable from any and all legally available revenues of the Districts, including general ad valorem taxes to be imposed upon all taxable property within the Districts. The Districts may also rely upon various other revenue sources authorized by law. These will include the power to impose development fees, rates, tolls, penalties, or charges as provided in Section 32-1-1001(1), C.R.S., as amended from time to time. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to impose any fees, rates, tolls or charges for any purpose unless 1 Packet Pg. 432 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 11 and until (a) the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. The Maximum Debt Authorization, Debt Service Mill Levy, Operations, Maintenance Mill Levy, and all other financial projections and estimates contained in this Service Plan are supported by the Financial Plan (Exhibit E) prepared by an External Financial Advisor, D.A. Davidson and Co. The Financial Plan is based on economic, political and industry conditions as they exist presently and reasonable projections and estimates of future conditions. These projections and estimates are not to be interpreted as the only method of implementation of the Districts’ goals and objectives but rather a representation of one feasible alternative. Other financial structures may be used so long as the Maximum Debt Authorization and Maximum Mill Levy are not exceeded. Notwithstanding the foregoing, D.A. Davidson and Co. shall not be considered a financial advisor or municipal advisor with regard to any Debt issuance by the Districts. B. Maximum Voted Interest Rate and Maximum Underwriting Discount. The interest rate on any Debt is expected to be the market rate at the time the Debt is issued. The maximum interest rate on any Debt is not permitted to exceed Twelve Percent (12%). The maximum underwriting discount will be Three Percent (3%). Debt, when issued, will comply with all relevant requirements of this Service Plan, State law and Federal law as then applicable to the issuance of public securities. C. Maximum Mill Levies. The Maximum Mill Levy shall be the maximum mill levy each District is permitted to impose upon the taxable property within its boundaries and shall be Eighty (80) Mills minus the Overlay District Debt Service Mill Levy. The combined Debt Service Mill Levy, Operations and Maintenance Mill Levy, Overlay District Debt Service Mill Levy and aggregate mill levy of any overlapping District shall under no circumstances exceed the Maximum Mill Levy. Allocation of the Debt Service Mill Levy and Operations and Maintenance Mill Levy shall be left to the sole discretion of the Board for each District. If, on or after January 1, 2018, there are changes in the method of calculating assessed valuation or any constitutionally mandated tax credit, cut or abatement, the preceding mill levy limitations may be increased or decreased to reflect such changes, with such increases or decreases to be determined by each Board in good faith (such determination to be binding and final), with administrative approval by the City, so that to the extent possible, the actual tax revenues generated by the applicable District’s mill levy, as adjusted for changes occurring after January 1, 2018, are neither diminished nor enhanced as a result of such changes. For purposes of the foregoing, a change in the ratio of actual valuation to assessed valuation will be a change in the method of calculating assessed valuation. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to impose any mill levy for any purpose unless and until (a) each of the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined 1 Packet Pg. 433 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 12 in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. D. Debt Issuance and Maturity. The scheduled final maturity of any Debt or series of Debt shall be limited to Thirty (30) years (the “Maximum Debt Maturity Term”). The Maximum Debt Maturity Term shall apply to refundings unless: (1) a majority of the Board members are residents of the District and have voted in favor of a refunding of a part or all of the Debt; or (2) such refunding will result in a net present value savings as set forth in Section 11-56-101 et seq., C.R.S. and are otherwise permitted by law. Unless otherwise approved by the City Council, the Districts shall be limited to issuing new Debt within a period of Twenty (20) years from the date of their first Debt authorization election. The Maximum Debt Maturity Term, as described in Section VI.D, shall be applicable to any new Debt issued within this Twenty (20) year period, otherwise, all Debts and financial obligations of the Districts must be defeased or paid in the ordinary course no later than Forty (40) years after the Service Plan approval date. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to issue any Debt for any purpose unless and until (a) each of the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. E. Security for Debt. The Districts do not have the authority and shall not pledge any revenue or property of the City as security for the indebtedness set forth in this Service Plan. Approval of this Service Plan shall not be construed as a guarantee by the City of payment of any of the Districts’ obligations; nor shall anything in the Service Plan be construed so as to create any responsibility or liability on the part of the City in the event of default by the Districts in the payment of any such obligation or performance of any other obligation. F. TABOR Compliance. The Districts will comply with the provisions of the Taxpayer’s Bill of Rights (“TABOR”), Article X, § 20 of the Colorado Constitution. In the discretion of the Board, a District may set up other qualifying entities to manage, fund, construct and operate facilities, services, and programs. To the extent allowed by law, any entity created by a District will remain under the control of the District’s Board. G. Districts’ Operating Costs. 1 Packet Pg. 434 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 13 The estimated cost of acquiring land, engineering services, legal services and administrative services, together with the estimated costs of the Districts’ organization and initial operations, are anticipated to be Two Hundred Thousand Dollars ($200,000), which will be eligible for reimbursement from Debt proceeds. In addition to the capital costs of the Public Improvements, the Districts will require operating funds for administration and to plan and cause the Public Improvements to be operated and maintained. The first year’s operating budget is estimated to be Fifty Thousand Dollars ($50,000). Ongoing administration, operations, and maintenance costs may be paid from property taxes and other revenues. H. Elections. The Districts will call an election on the questions of organizing the Districts, electing the initial Boards, and setting in place financial authorizations as required by TABOR. The elections will be conducted as required by law. VII. ANNUAL REPORT A. General. The Districts shall be responsible for submitting an annual report with the City’s clerk not later than September 1st of each year for the year ending the preceding December 31 following the year of the District Organization Date. The City may, in its sole discretion, waive this requirement in whole or in part. B. Reporting of Significant Events. Unless waived by the City, the annual report shall include the following: 1. A narrative summary of the progress of the Districts in implementing their service plan for the report year; 2. Except when exemption from audit has been granted for the report year under the Local Government Audit Law, the audited financial statements of the Districts for the report year including a statement of financial condition (i.e., balance sheet) as of December 31 of the report year and the statement of operations (i.e., revenues and expenditures) for the report year; 3. Unless disclosed within a separate schedule to the financial statements, a summary of the capital expenditures incurred by the Districts in development of Public Improvements in the report year; 4. Unless disclosed within a separate schedule to the financial statements, a summary of the financial obligations of the Districts at the end of the report year, including the amount of outstanding indebtedness, the amount and terms of any new District indebtedness or long-term obligations issued in the report year, the amount of payment or retirement of existing indebtedness of the Districts in the report year, the total assessed valuation of all taxable properties 1 Packet Pg. 435 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 14 within the Districts as of January 1 of the report year and the current mill levy of the Districts pledged to Debt retirement in the report year; and 5. Any other information deemed relevant by the City Council or deemed reasonably necessary by the City’s manager and communicated in a timely manner to the Districts. In the event the annual report is not timely received by the City’s clerk or is not fully responsive, notice of such default may be given to the Board of such Districts, at its last known address. The failure of the Districts to file the annual report within Forty-Five (45) days of the mailing of such default notice by the City’s clerk may constitute a material modification, at the discretion of the City. VIII. DISSOLUTION Upon an independent determination of the City Council that the purposes for which the Districts were created have been accomplished, the Districts agree to file petitions in the appropriate District Court for dissolution, pursuant to the applicable State statutes. In no event shall dissolution occur until the Districts have provided for the payment or discharge of all of their outstanding indebtedness and other financial obligations as required pursuant to State statutes, including operation and maintenance activities. IX. PROPOSED AND EXISTING INTERGOVERNMENTAL AGREEMENTS AND EXTRATERRITORIAL SERVICE AGREEMENTS All intergovernmental agreements must be for purposes, facilities, services or agreements lawfully authorized to be provided by the Districts, pursuant to the State Constitution, Article XIV, Section 18(2)(a) and Sections 29-1-201, et seq., C.R.S. To the extent practicable, the Districts may enter into additional intergovernmental and private agreements to better ensure long-term provision of the Public Improvements identified herein or for other lawful purposes of the Districts. Agreements may also be executed with property owner associations and other service providers. The following agreement is likely to be necessary, and the rationale therefore is set forth as follows: District Facilities Construction and Service Agreement. The Districts anticipate entering into a District Facilities Construction and Service Agreement, commonly known as the “Master IGA”, wherein the Districts set forth the financing and administrative requirements of the Districts for the Project. Except for the Intergovernmental Agreement with the City, as set forth in Section XII below, no other agreements are required, or known at the time of formation of the Districts to likely be required, to fulfill the purposes of the Districts. Execution of intergovernmental agreements or agreements for extraterritorial services by the Districts that are not described in this Service Plan and which are likely to cause a substantial increase in the Districts’ budgets shall require the prior resolution approval of the City Council, which approval shall not constitute a material modification hereof. X. MATERIAL MODIFICATIONS 1 Packet Pg. 436 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 15 Material modifications to this Service Plan may be made only in accordance with Section 32-1-207, C.R.S. No modification shall be required for an action of the Districts which does not materially depart from the provisions of this Service Plan. Departures from the Service Plan that constitute a material modification include without limitation: 1. Actions or failures to act that create materially greater financial risk or burden to the taxpayers of the District; 2. Performance of a service or function or acquisition of a major facility that is not closely related to a service, function or facility authorized in the Service Plan; 3. Failure to perform a service or function or acquire a facility required by the Service Plan; 4. Failure by the Districts to execute the Intergovernmental Agreement as set forth in Article XI hereof; and 5. Failure to comply with the limitations set forth in Section V.A. or Section VI of this Service Plan. Actions that are not to be considered material modifications include without limitation changes in quantities of facilities or equipment, immaterial cost differences, and actions expressly authorized in the Service Plan. XI. SANCTIONS Should the District undertake any act without obtaining prior City Council resolution approval as required in this Service Plan or that constitutes a material modification to this Service Plan as provided herein or under the Special District Act, the City may impose one (1) or more of the following sanctions, as it deems appropriate: 1. Exercise any applicable remedy under the Act; 2. Withhold the issuance of any permit, authorization, acceptance or other administrative approval, or withhold any cooperation, necessary for the District’s development, construction or operation of improvements, or the provisions of services as contemplated in this Service Plan; 3. Exercise any legal remedy as provided in the Capital Pledge Agreement or in any other intergovernmental agreement with the City under which the District is in default; or 1 Packet Pg. 437 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 876246 16 4. Exercise any other legal remedy at law or in equity, including seeking specific performance, mandamus or injunctive relief against the District, to ensure the District’s compliance with this Service Plan and applicable law. XII. INTERGOVERNMENTAL AGREEMENT WITH CITY The Districts and the City shall enter into an Intergovernmental Agreement, a form of which is attached hereto as Exhibit F, provided that such Intergovernmental Agreement may be revised by the City and Districts to include such additional details and requirements therein as are deemed necessary by the City and such Districts in connection with the development of the Project and the financing of the Public Improvements. Each District shall approve the Intergovernmental Agreement at its first Board meeting after its organizational election. Failure by each of the Districts to execute the Intergovernmental Agreement as required herein shall constitute a material modification hereunder. The Intergovernmental Agreement may be amended from time to time by the Districts and the City, provided that any such amendments shall be in compliance with the provisions of this Service Plan. XIII. CONCLUSION It is submitted that this Service Plan for the Districts, as required by Section 32-1-203(2), establishes that: 1. There is sufficient existing and projected need for organized service in the area to be serviced by the Districts; 2. The existing service in the area to be served by the Districts is inadequate for present and projected needs; 3. The Districts are capable of providing economical and sufficient service to the area within their proposed boundaries; and 4. The area to be included in the Districts does have, and will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. XIV. RESOLUTION OF APPROVAL The Districts agree to incorporate the City Council’s resolution of approval, including any conditions on any such approval, into the Service Plan presented to the District Court for and in Larimer County, Colorado. 1 Packet Pg. 438 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-1 Gateway at Prospect Metropolitan District Nos. 1-7 Legal Description of Project Area Boundaries 1 Packet Pg. 439 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-1 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT PROJECT AREA BOUNDARIES Tracts of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 360.01 feet to the Northwest corner of Lot 1, Block 1, Boxelder Estates Second Filing to POINT OF BEGINNING 1; thence along West line of the Southeast Quarter, North 00° 11' 16" East, 736.49 feet to the Northeast corner of a parcel of land as described at Reception No. 95076406, Larimer County Clerk and Recorder; thence, North 88° 20' 33" West, 315.26 feet to the Southeast corner of a parcel of land as described at Reception No. 20140007506, Larimer County Clerk and Recorder; thence along the East line of said parcel, North 25° 21' 13" West, 264.37 feet to the Southeast corner of a parcel of land described at Reception No. 93054775, Larimer County Clerk and Recorder; thence along said parcel the following 3 courses and distance: North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet to a point on the South line of a parcel of land described at Reception No. 133800200, Larimer County Clerk and Recorder; thence along said South line, South 83° 28' 53" East, 232.09 feet to the Southeast corner of said parcel, said point being on the East line of Sunrise Estates extended; thence along said East line, North 00° 08' 06" East, 1117.52 feet to a point on the South line of Crossroads East Business Center; thence along said South line the following 5 courses and distance: South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 1510.22 feet; thence, South 24° 21' 14" East, 195.19 feet; thence, South 58° 04' 14" East, 132.96 feet to the Southeast corner of said Crossroads East Business Center; thence along the East line of said Crossroads East Business Center, North 00° 11' 16" East, 33.04 feet to a point on the South line of Smithfield Subdivision; thence along said South line the following 4 courses and distance: South 65° 21' 37" East, 353.30 feet; thence, South 79° 21' 37" East, 300.00 feet; thence, North 57° 08' 23" East, 197.00 feet; thence, North 69° 08' 23" East, 141.86 feet to a point on the West line of Interstate Highway 25; thence along said West line the following 2 courses and distances: South 00° 11' 10" West, 601.01 feet; thence, South 01° 58' 22" West, 408.31 feet to the North line of Interstate Land PUD First Filing; thence along said Interstate Land PUD First Filing the following 2 courses and distances: North 76° 26' 25" West, 300.61 feet; thence, South 11° 47' 57" West, 629.05 feet to the West line of Interstate Highway 25 Frontage Road; thence along said Interstate Highway 25 Page 1 of 2 1 Packet Pg. 440 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Frontage Road the following 6 courses and distances: South 85° 36' 15" West, 289.72 feet; thence, South 82° 01' 25" West, 157.09 feet; thence along a curve concave to the southeast having a central angle of 62° 57' 26" with a radius of 449.26 feet, an arc length of 493.65 feet and the chord of which bears South 43° 37' 30" West, 469.19 feet; thence, South 05° 13' 35" West, 157.09 feet; thence South 01° 38' 45" West, 455.56 feet to Point A; thence, South 46° 38' 49" West, 102.54 feet to the North right-of-way line of East Prospect Road; thence along said North line, North 88° 21' 30" West, 222.35 feet to the East line of Lot 3, Block 1, Boxelder Estates Second Filing; thence along the East, North and West lines of said Lot 3 the following 3 courses and distances: North 01° 38' 10" East, 242.53 feet; thence, North 88° 21' 50" West, 290.40 feet; thence, South 01° 38' 10" West, 242.50 feet to the North right-of-way line of East Prospect Road; thence along said North line, North 88° 21' 30" West, 516.42 feet to the East line of Lot 1, Block 1, Boxelder Estates Second Filing; thence along said East line, North 00° 11' 10" East, 302.55 feet to the North line of said Lot 1; thence along said North line, North 88° 21' 50" West, 120.13 feet to POINT OF BEGINNING 1, containing 6,777,385 square feet or 155.59 acres, more or less. AND Commencing at aforementioned Point A; thence South 88° 21’ 08” East, 79.99 feet to a point on the East right-of-way line of Interstate Highway 25 Frontage Road, said point being the POINT OF BEGINNING 2; thence along the East and North lines of said right-of-way the following 8 courses and distances: North 01° 38' 45" East, 455.57 feet; thence, North 05° 03' 18" East, 142.46 feet, thence along a curve concave to the northwest having a central angle of 62° 57' 26" with a radius of 369.26 feet, an arc length of 405.75 feet and the chord of which bears North 43° 37' 30" East, 385.64 feet; thence, North 82° 11' 42" East, 142.46 feet; thence, North 85° 36' 05" East, 289.72 feet; thence, North 82° 01' 25" East, 157.09 feet; thence along a curve concave to the southeast having a central angle of 28° 04' 38" with a radius of 449.26 feet, an arc length of 220.16 feet and the chord of which bears North 61° 03' 55" East, 217.96 feet; thence, South 89° 48' 10" East, 79.52 feet to a point on the West right-of-way line of Interstate Highway 25; thence along said Westerly line the following 4 courses and distance: South 00° 11' 10" West, 379.24 feet; thence, South 10° 33' 17" West, 201.18 feet; thence, South 26° 47' 14" West, 560.45 feet; thence, South 61° 09' 08" West, 99.88 feet to the North right-of-way line of East Prospect Road; thence along said North line the following 3 courses and distances: North 88° 18' 07" West, 203.23 feet; hence, South 85° 48' 49" West, 411.08 feet; thence, North 88° 21' 25" West, 59.24 feet; thence, North 43° 21' 11" West, 141.39 feet to the POINT OF BEGINNING 2, containing 1,013,409 square feet or 23.26 acres, more or less. The above described Tracts of land contains 7,790794 square feet or 178.85 acres more less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_Overall Boundary.docx Page 2 of 2 1 Packet Pg. 441 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-2 Gateway at Prospect Metropolitan District No. 1 Legal Description 1 Packet Pg. 442 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-2 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 1 Tracts of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the South line of the Southeast Quarter, South 88° 21’ 25” East, 925.49 feet; thence, North 01° 38’ 35” West, 57.48 feet POINT OF BEGINNING 1; thence, North 01° 38' 10" East, 242.53 feet; thence, North 00° 50' 59" East, 222.69 feet; thence, North 24° 25' 35" East, 303.45 feet; thence, North 58° 32' 55" East, 129.64 feet; thence, South 48° 21' 44" East, 123.32 feet; thence along a curve concave to the east having a central angle of 06° 47' 19" with a radius of 449.26 feet, an arc length of 53.23 feet and the chord of which bears South 15° 32' 26" West, 53.20 feet; thence, South 05° 13' 35" West, 157.09 feet; thence, South 01° 38' 45" West, 455.56 feet to Point A; thence, South 46° 38' 49" West, 102.54 feet; thence, North 88° 21' 30" West, 222.35 feet POINT OF BEGINNING 1, containing 210,389 square feet or 4.83 acres, more or less. AND Commencing at aforementioned Point A; thence South 88° 21’ 08” East, 79.99 feet to POINT OF BEGINNING 2; thence, North 01° 38' 45" East, 455.57 feet; thence, North 05° 03' 18" East, 142.46 feet; thence along a curve concave to the southeast having a central angle of 62° 57' 26" with a radius of 369.26 feet, an arc length of 405.75 feet and the chord of which bears North 43° 37' 30" East, 385.64 feet; thence, North 82° 11' 42" East, 142.46 feet; thence, North 85° 36' 05" East, 289.72 feet; thence, North 82° 01' 25" East, 157.09 feet; thence along a curve concave to the northwest having a central angle of 28° 04' 38" with a radius of 449.26 feet, an arc length of 220.16 feet and the chord of which bears North 61° 03' 55" East, 217.96 feet; thence, South 89° 48' 10" East, 79.52 feet; thence, South 00° 11' 10" West, 379.24 feet; thence, South 10° 33' 17" West, 201.18 feet; thence, South 26° 47' 14" West, 560.45 feet; thence, South 61° 09' 08" West, 99.88 feet; thence, North 88° 18' 07" West, 203.23 feet; thence, North 00° 12' 05" East, 158.22 feet; thence North 88° 21' 25" West, 410.00 feet; thence, South 00° 12' 05" West, 199.99 feet; thence, North 88° 21' 25" West, 59.24 feet; thence, North 43° 21' 11" West, 141.39 feet to POINT OF BEGINNING 2, containing 939,998 square feet or 21.58 acres, more or less. Page 1 of 2 1 Packet Pg. 443 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) AND Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to POINT OF BEGINNING 3; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to POINT OF BEGINNING 3, containing 45,588 square feet or 1.05 acres, more or less. The above described Tracts of land contains 985,586 square feet or 22.63 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_District 1.docx Page 2 of 2 1 Packet Pg. 444 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-3 Gateway at Prospect Metropolitan District No. 2 Legal Description 1 Packet Pg. 445 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-3 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 2 Tracts of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 360.01 feet to POINT OF BEGINNING 1; thence, North 00° 11' 16" East, 776.89 feet; thence, North 90° 00' 00" East, 835.33 feet; thence, South 48° 21' 44" East, 446.92 feet; thence, South 58° 32' 55" West, 129.64 feet; thence, South 24° 25' 35" West, 303.45 feet; thence, South 00° 50' 59" West, 222.69 feet; thence, North 88° 21' 50" West, 290.40 feet; thence, South 01° 38' 10" West, 242.50 feet; thence North 88° 21' 30" West, 516.42 feet; thence, North 00° 11' 10" East, 302.55 feet; thence, North 88° 21' 50" West, 120.13 feet to POINT OF BEGINNING 1, containing 963,168 square feet or 22.11 acres, more or less. AND Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to POINT OF BEGINNING 2; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to POINT OF BEGINNING 2, containing 45,588 square feet or 1.05 acres, more or less. The above described Tracts of land contains 1,008,756 square feet or 23.16 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS 1 Packet Pg. 446 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-4 Gateway at Prospect Metropolitan District No. 3 Legal Description 1 Packet Pg. 447 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-4 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 3 A Tract of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to the POINT OF BEGINNING; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to the POINT OF BEGINNING. The above described Tract of land contains 45,588 square feet or 1.05 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_District 3.docx 1 Packet Pg. 448 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-5 Gateway at Prospect Metropolitan District No. 4 Legal Description 1 Packet Pg. 449 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-5 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 4 A Tract of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to the POINT OF BEGINNING; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to the POINT OF BEGINNING. The above described Tract of land contains 45,588 square feet or 1.05 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_District 4.docx 1 Packet Pg. 450 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-6 Gateway at Prospect Metropolitan District No. 5 Legal Description 1 Packet Pg. 451 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-6 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 5 A Tract of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to the POINT OF BEGINNING; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to the POINT OF BEGINNING. The above described Tract of land contains 45,588 square feet or 1.05 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_District 5.docx 1 Packet Pg. 452 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-7 Gateway at Prospect Metropolitan District No. 6 Legal Description 1 Packet Pg. 453 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-7 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 6 A Tract of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to the POINT OF BEGINNING; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to the POINT OF BEGINNING. The above described Tract of land contains 45,588 square feet or 1.05 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_District 6.docx 1 Packet Pg. 454 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A-8 Gateway at Prospect Metropolitan District No. 7 Legal Description 1 Packet Pg. 455 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Page 1 of 1 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-8 DESCRIPTION: GATEWAY AT PROSPECT METROPOLITAN DISTRICT 7 A Tract of land located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the West line of the Southeast Quarter of said Section 16 as bearing North 00° 11’ 16” East, and with all bearing contained herein relative thereto: Commencing at the South Quarter Corner of said Section 16; thence along the West line of the Southeast Quarter, North 00° 11’ 16” East, 1096.50 feet; thence, North 88° 20' 33" West, 315.26 feet; thence, North 25° 21' 13" West, 264.37 feet; thence, North 00° 12' 15" East, 1649.54 feet; thence, South 89° 47' 45" East, 200.00 feet; thence, North 00° 12' 15" East, 216.34 feet; thence, South 83° 28' 53" East, 232.09 feet; thence, North 00° 08' 06" East, 1117.52 feet; thence, South 25° 46' 37" East, 448.11 feet; thence, South 48° 55' 44" East, 517.44 feet to the POINT OF BEGINNING; thence, North 48° 55' 47" West, 350.18 feet; thence, North 41° 04' 16" East, 130.18 feet; thence South 48° 55' 47" East, 350.18 feet; thence, South 41° 04' 16" West, 130.18 feet to the POINT OF BEGINNING. The above described Tract of land contains 45,588 square feet or 1.05 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\892-002\Dwg\Metro District\Exhibit A - Legals\892-002_District 7.docx 1 Packet Pg. 456 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT B-1 Gateway at Prospect Metropolitan District Nos. 1-7 Project Area Boundary Map 1 Packet Pg. 457 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) OVERALL DISTRICT BOUNDARY MAP 6,777,385 sq.ft. 155.59 ac INTERSTATE 25 PROSPECT ROAD OVERALL DISTRICT BOUNDARY MAP 1,013,409 sq.ft. 23.26 ac SOUTHEAST CORNER SECTION 16-T7N-R68W SOUTH QUARTER CORNER SECTION 16-T7N-R68W EAST QUARTER CORNER SECTION 16-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 OVERALL DISTRICT BOUNDARY MAP 1" = 500' B-1 1 Packet Pg. 458 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT B-2 Gateway at Prospect Metropolitan District No. 1 Boundary Map 1 Packet Pg. 459 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) DISTRICT 1 210,389 sq.ft. 4.83 ac DISTRICT 1 939,998 sq.ft. 21.58 ac INTERSTATE 25 PROSPECT ROAD SOUTHEAST CORNER SECTION 16-T7N-R68W SOUTH QUARTER CORNER SECTION 16-T7N-R68W EAST QUARTER CORNER SECTION 16-T7N-R68W DISTRICT 1 45,588 sq.ft. 1.05 ac SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W DISTRICT 1 AREA BOUNDARY MAP 1" = 500' B-2 GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 460 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT B-3 Gateway at Prospect Metropolitan District No. 2 Boundary Map 1 Packet Pg. 461 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) DISTRICT 2 963,168 sq.ft. 22.11 ac INTERSTATE 25 PROSPECT ROAD DISTRICT 2 45,588 sq.ft. 1.05 ac SOUTHEAST CORNER SECTION 16-T7N-R68W SOUTH QUARTER CORNER SECTION 16-T7N-R68W EAST QUARTER CORNER SECTION 16-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W DISTRICT 2 AREA BOUNDARY MAP 1" = 500' B-3 GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 462 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT B-4 Gateway at Prospect Metropolitan District No. 3-7 Boundary Map 1 Packet Pg. 463 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) INTERSTATE 25 PROSPECT ROAD DISTRICT 3-7 45,588 sq.ft. 1.05 ac SOUTHEAST CORNER SECTION 16-T7N-R68W SOUTH QUARTER CORNER SECTION 16-T7N-R68W EAST QUARTER CORNER SECTION 16-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W DISTRICT 3-7 AREA BOUNDARY MAP 1" = 500' B-4 GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 464 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT B-5 Gateway at Prospect Metropolitan District Nos. 1-7 Estimated Future Boundary Map 1 Packet Pg. 465 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) INTERSTATE 25 PROSPECT ROAD SOUTHEAST CORNER SECTION 16-T7N-R68W SOUTH QUARTER CORNER SECTION 16-T7N-R68W EAST QUARTER CORNER SECTION 16-T7N-R68W DISTRICT 2 DISTRICT 1 FUTURE DISTRICT 4 POTENTIAL FUTURE INCLUSION DISTRICTS 1-7 FUTURE DISTRICT 3 SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W 1" = 500' B-5 GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com DISTRICT 1 DISTRICT 2 ESTIMATED DISTRICT 3 ESTIMATED DISTRICT 4 POTENTIAL FUTURE INCLUSION FUTURE FUTURE FUTURE ESTIMATED DISTRICTS 1-7 BOUNDARY MAP DISTRICTS 1-7 ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 EXHIBIT C Gateway at Prospect Metropolitan District Nos. 1-7 Vicinity Map 1 Packet Pg. 467 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) PROPOSED GATEWAY AT PROSPECT METROPOLITAN DISTRICT PROSPECT ROAD INTERSTATE 25 PROSPECT ROAD SUMMIT VIEW DR. GREENFIELD CT. BOXELDER DR. CARRIAGE PKWY KITCHELL WAY VICINITY MAP 1" = 1000' C GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com ( IN FEET ) 1 inch = ft. 1000 0 1000 Feet 1000 1 Packet Pg. 468 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT D Gateway at Prospect Metropolitan District Nos. 1-7 Infrastructure Preliminary Development Plan 1 Packet Pg. 469 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Public Improvements Unit Cost Extended Cost I. Grading/Miscellaneous Mobilization / General Conditions 1 LS $4,210,000.00 $ 4,210,000.00 Clearing and Grubbing and Topsoil Stripping 180 Ac $11,900.00 $ 2,142,000.00 Earthwork (cut/fill/place) 290,400 CY $6.00 $ 1,742,400.00 Import Fill Dirt 80,000 CY $10.00 $ 800,000.00 Erosion Control / Traffic Control 1 LS $6,014,000.00 $ 6,014,000.00 Subtotal $ 14,908,400.00 II. Roadway Improvements Parking Lots 55,485 SY $70.00 $ 3,883,950.00 Access Road (24' Section) 8,298 LF $205.00 $ 1,701,090.00 Local Residential Street (51' Section) 10,368 LF $273.00 $ 2,830,464.00 Local Industrial Street (66' Section) - LF $321.00 $ - Local Commercial Street (72' Section) - LF $336.00 $ - Minor Collector Street (76' Section) 2,515 LF $431.00 $ 1,083,965.00 Roundabout 1 EA $2,500,000.00 $ 2,500,000.00 Box Culvert Bridge 1 EA $1,000,000.00 $ 1,000,000.00 Prospect Road Widening (Half 4-Lane Arterial) 2,480 LF $637.00 $ 1,579,760.00 Frontage Road Reconstruct (2-Lane Arterial 84' Section) 2,094 LF $666.00 $ 1,394,604.00 Traffic Signal Improvements 1 EA $500,000.00 $ 250,000.00 Street Lighting 1 LS $649,000.00 $ 649,000.00 Signing and Striping 1 LS $487,000.00 $ 487,000.00 Subtotal $ 17,359,833.00 III. Potable Waterline Improvements 8" Waterline 17,157 LF $90.00 $ 1,544,130.00 10" Waterline 6,983 LF $100.00 $ 698,300.00 12" Waterline 1,680 LF $112.00 $ 188,160.00 Utility Borings 300 LF $1,900.00 $ 570,000.00 Raw Water Requirements 241 AC-FT $41,428.00 $ 9,984,148.00 Off-Site Waterline Reimbursement to ELCO 1 LS $1,000,000.00 $ 1,000,000.00 Subtotal $ 13,984,738.00 IV. Sanitary Sewer and Subdrain Improvements 8" Sanitary Sewer 13,787 LF $109.00 $ 1,502,783.00 10" Sanitary Sewer 2,600 LF $114.00 $ 296,400.00 12" Sanitary Sewer - LF $124.00 $ - 27" Sanitary Sewer 2,428 LF $197.00 $ 478,316.00 8" Subdrain 18,815 LF $75.00 $ 1,411,125.00 Subdrain Connection Fee 1 LS $43,000.00 $ 43,000.00 Sanitary Sewer Repayment - LS $0.00 $ - Subtotal $ 3,731,624.00 V. Storm Drainage Improvements 24" RCP Storm Sewer 3,242 LF $191.00 $ 619,222.00 24" CMP Storm Sewer - LF $163.00 $ - 36" RCP Storm Sewer 8,888 LF $222.00 $ 1,973,136.00 48" RCP Storm Sewer 568 LF $324.00 $ 184,032.00 Outlet Structure 8 EA $10,000.00 $ 80,000.00 Water Quality 135,846 CF $6.00 $ 815,076.00 Subtotal $ 3,671,466.00 SUMMARY ESTIMATE OF PRELIMINARY DISTRICT EXPENDITURES January 31, 2018 PUBLIC IMPROVEMENT COSTS FOR GATEWAY AT PROSPECT Quantity COMBINED AREA - 178.85 ACRES Page 1 of 2 1 Packet Pg. 470 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Public Improvements Unit Cost Extended Cost SUMMARY ESTIMATE OF PRELIMINARY DISTRICT EXPENDITURES January 31, 2018 PUBLIC IMPROVEMENT COSTS FOR GATEWAY AT PROSPECT Quantity COMBINED AREA - 178.85 ACRES VI. Non-Potable Irrigation Improvements 6" Non-Potable Waterline 17,047.00 LF $56.00 $ 954,632.00 Non-Potable Waterline Pumphouse 1.00 LS $450,000.00 $ 450,000.00 Non-Potable Pond and Delivery Improvements 1.00 LS $250,000.00 $ 250,000.00 Flood Irrigation System and Appurtences - LS $0.00 $ - Well Head Replacement - EA $27,500.00 $ - Raw Water Requirements 300.00 AC-FT $10,666.00 $ 3,199,800.00 Subtotal $ 4,854,432.00 VII. Open Space, Parks and Trails Structural Demolition - LS $0.00 $ - Natural Area Open Space 46 AC $108,900.00 $ 5,009,400.00 Landscaped Open Space 16 AC $239,580.00 $ 3,833,280.00 Regional Trails 9,131 LF $160.00 $ 1,460,960.00 Monument Signs 2 EA $75,000.00 $ 150,000.00 Pocket Park and Park Amenities 1 EA $150,000.00 $ 150,000.00 Open Space Acquisition 62 AC $20,000.00 $ 1,240,000.00 Subtotal $ 11,843,640.00 VIII. Admin. / Design / Permitting / Etc. Engineering / Surveying 1 LS $7,036,000.00 $ 7,036,000.00 Construction Management / Inspection / Testing 1 LS $10,554,000.00 $ 10,554,000.00 Admin. / Planning / Permitting 1 LS $2,111,000.00 $ 2,111,000.00 Subtotal $ 19,701,000.00 Infrastructure Subtotal $ 90,055,133.00 Contingency (20%) $ 18,011,027.00 Total Cost $ 108,066,160.00 Page 2 of 2 1 Packet Pg. 471 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) ROUNDABOUT BRIDGE INTERSTATE 25 PROSPECT ROAD STREET MAP 1" = 500' LEGEND: GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com STREETS OWNED AND MAINTAINED BY THE CITY OF FORT COLLINS COLLECTOR STREET LOCAL STREET ACCESS ROAD LEGEND: PARKING AREA D FIGURE 1 OF 6 1 2 4-LANE ARTERIAL NOTE: LOCAL STREETS STREET AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. 2-LANE ARTERIAL STREET ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 472 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W 10" WATER LINE BORE 8" WATER 10" WATER 12" WATER INTERSTATE 25 PROSPECT ROAD CASING 10" WATER LINE BORE POTABLE WATER MAP 1" = 500' GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 SS SD SS SD SS SD SS SS SS SD SS SS SD SD SS SS SD SD SS SD SD SS SD SS SS SD SS SD SS SS SS SD SD SD SS SD SS SS SD SD SS SD SS SD SS SD SS SD SANITARY SEWER BORE 8" SANITARY SEWER 10" SANITARY SEWER 27" SANITARY SEWER 8" SUBDRAIN INTERSTATE 25 PROSPECT ROAD SD TIE TO BOXELDER SANITATION TIE TO BOXELDER SANITATION SUBDRAIN OFF-SITE TIE TO BOXELDER SANITATION SANITARY SEWER & SUBDRAIN MAP 1" = 500' ST ST ST ST ST ST ST ST ST ST ST ST ST ST ST ST 24" STORM DRAIN 36" STORM DRAIN 48" STORM DRAIN BRIDGE INTERSTATE 25 PROSPECT ROAD STORM DRAINAGE MAP 1" = 500' GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com LEGEND: ALL STORM DRAINS WITHIN RIGHT-OF-WAY TO BE OWNED AND MAINTAINED BY CITY OF FORT COLLINS. ALL STORM DRAINS OUTSIDE OF RIGHT-OF-WAY TO BE OWNED AND MAINTAINED BY METRO DISTRICT. 24" RCP STORM DRAIN LINE ST DIRECTION OF CONVEYANCE DETENTION AREA 36" RCP STORM DRAIN LINE ST 48" RCP STORM DRAIN LINE IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR 8" NON-POTABLE IRRIGATION IRRIGATION POND & PUMP HOUSE INTERSTATE 25 PROSPECT ROAD NON-POTABLE IRRIGATION MAP 1" = 500' GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com LEGEND: NON-POTABLE IRRIGATION LINE - ALL LINES ARE 8" PVC. LEGEND: IRR D FIGURE 5 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. INTERSTATE 25 PROSPECT ROAD * OPEN SPACE, PARKS, & TRAILS MAP 1" = 500' GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com LEGEND: CONNECTIVITY LANDSCAPING w/ TRAILS NATURAL AREA OPEN SPACE LANDSCAPED OPEN SPACE D FIGURE 6 OF 6 LEGEND: NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 * POCKET PARK 1 Packet Pg. 477 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT E Gateway at Prospect Metropolitan District Nos. 1-7 Financial Plan 1 Packet Pg. 478 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Series 2020 Series 2036 TOTAL Percent of Total Sources Par $ 67,005,000 $ 121,720,000 $ 188,725,000 95% Funds on Hand $ ‐ $ 10,027,500 $ 10,027,500 5% TOTAL: $ 67,005,000 $ 131,747,500 $ 198,752,500 Uses Project Fund $ 49,176,650 $ 66,262,490 $ 115,439,140 58% Refunding Proceeds $ 58,715,000 $ 58,715,000 30% Capitalized Interest $ 10,050,750 $ 431,092 $ 10,481,842 5% Reserve Fund $ 6,137,500 $ 5,530,319 $ 11,667,819 6% Costs of Issuance $ 1,640,100 $ 808,600 $ 2,448,700 1% TOTAL: $ 67,005,000 $ 131,747,500 $ 198,752,500 Gateway at Prospect Metropolitan Districts 1 1 Packet Pg. 479 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential & Commercial) 1 Development Projection at 50.000 (target) Residential Mills +50.000 (target) Commercial Mills for Debt Service (SERVICE PLAN) -- 01/30/2018 2050 Series 2036, G.O. Bonds, Pay & Cancel Refg of (proposed) Series 2020 + New Money, Assumes Investment Grade, 100x, 30-yr. Maturity 2049 Total District District District Total District District District Assessed D/S Mill Levy* D/S Mill Levy S.O. Taxes Assessed D/S Mill Levy* D/S Mill Levy S.O. Taxes Total Value [50.000 Target] Collections Collected Value [50.000 Target] Collections Collected Available YEAR (Residential) [50.000 Cap] @ 98% @ 6% (Commercial) [50.000 Cap] @ 98% @ 6% Revenue 2017 2018 $0 2019 $0 50.000 0 0 $0 50.000 0 0 0 2020 0 50.000 0 0 0 50.000 0 0 0 2021 2,530,540 50.000 123,996 7,440 1,126,560 50.000 55,201 3,312 189,950 2022 9,067,082 50.000 444,287 26,657 12,412,291 50.000 608,202 36,492 1,115,639 2023 14,815,635 50.000 725,966 43,558 19,751,182 50.000 967,808 58,068 1,795,400 2024 18,327,677 50.000 898,056 53,883 28,380,429 50.000 1,390,641 83,438 2,426,019 2025 18,327,677 50.000 898,056 53,883 36,524,948 50.000 1,789,722 107,383 2,849,045 2026 19,427,338 50.000 951,940 57,116 50,965,506 50.000 2,497,310 149,839 3,656,204 2027 19,427,338 50.000 951,940 57,116 50,965,506 50.000 2,497,310 149,839 3,656,204 2028 20,592,978 50.000 1,009,056 60,543 54,023,436 50.000 2,647,148 158,829 3,875,577 2029 20,592,978 50.000 1,009,056 60,543 54,023,436 50.000 2,647,148 158,829 3,875,577 2030 21,828,557 50.000 1,069,599 64,176 57,264,843 50.000 2,805,977 168,359 4,108,111 2031 21,828,557 50.000 1,069,599 64,176 57,264,843 50.000 2,805,977 168,359 4,108,111 2032 23,138,270 50.000 1,133,775 68,027 60,700,733 50.000 2,974,336 178,460 4,354,598 2033 23,138,270 50.000 1,133,775 68,027 60,700,733 50.000 2,974,336 178,460 4,354,598 2034 24,526,566 50.000 1,201,802 72,108 64,342,777 50.000 3,152,796 189,168 4,615,874 2035 24,526,566 50.000 1,201,802 72,108 64,342,777 50.000 3,152,796 189,168 4,615,874 2036 25,998,160 50.000 1,273,910 76,435 68,203,344 50.000 3,341,964 200,518 4,892,826 2037 25,998,160 50.000 1,273,910 76,435 68,203,344 50.000 3,341,964 200,518 4,892,826 2038 27,558,050 50.000 1,350,344 81,021 72,295,544 50.000 3,542,482 212,549 5,186,396 2039 27,558,050 50.000 1,350,344 81,021 72,295,544 50.000 3,542,482 212,549 5,186,396 2040 29,211,533 50.000 1,431,365 85,882 76,633,277 50.000 3,755,031 225,302 5,497,579 2041 29,211,533 50.000 1,431,365 85,882 76,633,277 50.000 3,755,031 225,302 5,497,579 2042 30,964,225 50.000 1,517,247 91,035 81,231,274 50.000 3,980,332 238,820 5,827,434 2043 30,964,225 50.000 1,517,247 91,035 81,231,274 50.000 3,980,332 238,820 5,827,434 2044 32,822,079 50.000 1,608,282 96,497 86,105,150 50.000 4,219,152 253,149 6,177,080 2045 32,822,079 50.000 1,608,282 96,497 86,105,150 50.000 4,219,152 253,149 6,177,080 2046 34,791,403 50.000 1,704,779 102,287 91,271,459 50.000 4,472,302 268,338 6,547,705 2047 34,791,403 50.000 1,704,779 102,287 91,271,459 50.000 4,472,302 268,338 6,547,705 2048 36,878,887 50.000 1,807,065 108,424 96,747,747 50.000 4,740,640 284,438 6,940,567 2049 36,878,887 50.000 1,807,065 108,424 96,747,747 50.000 4,740,640 284,438 6,940,567 2050 39,091,621 50.000 1,915,489 114,929 102,552,612 50.000 5,025,078 301,505 7,357,001 2051 39,091,621 50.000 1,915,489 114,929 102,552,612 50.000 5,025,078 301,505 7,357,001 2052 41,437,118 50.000 2,030,419 121,825 108,705,768 50.000 5,326,583 319,595 7,798,422 2053 41,437,118 50.000 2,030,419 121,825 108,705,768 50.000 5,326,583 319,595 7,798,422 2054 43,923,345 50.000 2,152,244 129,135 115,228,114 50.000 5,646,178 338,771 8,266,327 2055 43,923,345 50.000 2,152,244 129,135 115,228,114 50.000 5,646,178 338,771 8,266,327 2056 46,558,746 50.000 2,281,379 136,883 122,141,801 50.000 5,984,948 359,097 8,762,306 2057 46,558,746 50.000 2,281,379 136,883 122,141,801 50.000 5,984,948 359,097 8,762,306 2058 49,352,270 50.000 2,418,261 145,096 129,470,309 50.000 6,344,045 380,643 9,288,045 2059 49,352,270 50.000 2,418,261 145,096 129,470,309 50.000 6,344,045 380,643 9,288,045 2060 52,313,407 50.000 2,563,357 153,801 137,238,528 50.000 6,724,688 403,481 9,845,327 2061 52,313,407 50.000 2,563,357 153,801 137,238,528 50.000 6,724,688 403,481 9,845,327 2062 55,452,211 50.000 2,717,158 163,030 145,472,839 50.000 7,128,169 427,690 10,436,047 2063 55,452,211 50.000 2,717,158 163,030 145,472,839 50.000 7,128,169 427,690 10,436,047 2064 58,779,344 50.000 2,880,188 172,811 154,201,210 50.000 7,555,859 453,352 11,062,210 2065 58,779,344 50.000 2,880,188 172,811 154,201,210 50.000 7,555,859 453,352 11,062,210 2066 62,306,104 50.000 3,052,999 183,180 163,453,282 50.000 8,009,211 480,553 11,725,943 1 2050 2049 YEAR 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 2049 2050 2051 2052 2053 2054 2055 2056 2057 2058 2059 2060 2061 2062 2063 2064 2065 2066 GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential & Commercial) Development Projection at 50.000 (target) Residential Mills +50.000 (target) Commercial Mills for Debt Service (SERVICE PLAN) -- 01/30/2018 Series 2036, G.O. Bonds, Pay & Cancel Refg of (proposed) Series 2020 + New Money, Assumes Investment Grade, 100x, 30-yr. Maturity Ser. 2020 Ser. 2036 $67,005,000 Par $121,720,000 Par Surplus Cov. of Net DS: Cov. of Net DS: [Net $49.177 MM] [Net $66.262 MM] Total Annual Release @ Cumulative Debt/ @ Res'l Target @ Res'l Cap GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential) 1 Development Projection at 50.000 (target) District Mills for Debt Service -- 01/30/2018 2050 Assessed Value Summary 2049 < < < < < < < < Residential > > > > > > > > < Platted/Developed Lots > < < < < < < < < < < Commercial > > > > > > > > > > Mkt Value As'ed Value As'ed Value Mkt Value As'ed Value Biennial @ 7.20% @ 29.00% Biennial @ 29.00% Total Total Reasses'mt Cumulative of Market Cumulative of Market Total Comm'l Reasses'mt Cumulative of Market Assessed YEAR Res'l Units @ 6.0% Market Value (2-yr lag) Market Value (2-yr lag) Sq. Ft. @ 6.0% Market Value (2-yr lag) Value 2017 0 0 0 0 0 2018 0 0 0 0 0 0 0 2019 0 0 0 8,726,000 0 0 0 0 $0 2020 266 0 90,785,304 0 8,726,000 0 0 0 0 0 0 2021 266 183,386,314 0 5,558,000 2,530,540 0 0 0 2,530,540 2022 124 11,003,179 254,551,072 6,536,542 0 2,530,540 0 0 0 0 9,067,082 2023 0 254,551,072 13,203,815 0 1,611,820 0 0 0 14,815,635 2024 0 15,273,064 269,824,137 18,327,677 0 0 0 0 0 0 18,327,677 2025 0 269,824,137 18,327,677 0 0 0 0 0 18,327,677 2026 0 16,189,448 286,013,585 19,427,338 0 0 0 0 0 0 19,427,338 2027 0 286,013,585 19,427,338 0 0 0 0 0 19,427,338 2028 0 17,160,815 303,174,400 20,592,978 0 0 0 0 0 0 20,592,978 2029 0 303,174,400 20,592,978 0 0 0 0 0 20,592,978 2030 0 18,190,464 321,364,864 21,828,557 0 0 0 0 0 0 21,828,557 2031 0 321,364,864 21,828,557 0 0 0 0 0 21,828,557 2032 0 19,281,892 340,646,756 23,138,270 0 0 0 0 0 0 23,138,270 2033 0 340,646,756 23,138,270 0 0 0 0 0 23,138,270 2034 0 20,438,805 361,085,561 24,526,566 0 0 0 0 0 0 24,526,566 2035 0 361,085,561 24,526,566 0 0 0 0 0 24,526,566 2036 0 21,665,134 382,750,695 25,998,160 0 0 0 0 0 0 25,998,160 2037 0 382,750,695 25,998,160 0 0 0 0 0 25,998,160 2038 22,965,042 405,715,737 27,558,050 0 0 0 0 0 27,558,050 2039 405,715,737 27,558,050 0 0 0 0 27,558,050 2040 24,342,944 430,058,681 29,211,533 0 0 0 0 0 29,211,533 2041 430,058,681 29,211,533 0 0 0 0 29,211,533 2042 25,803,521 455,862,202 30,964,225 0 0 0 0 0 30,964,225 2043 455,862,202 30,964,225 0 0 0 0 30,964,225 2044 27,351,732 483,213,934 32,822,079 0 0 0 0 0 32,822,079 2045 483,213,934 32,822,079 0 0 0 0 32,822,079 2046 28,992,836 512,206,770 34,791,403 0 0 0 0 0 34,791,403 2047 512,206,770 34,791,403 0 0 0 0 34,791,403 2048 30,732,406 542,939,176 36,878,887 0 0 0 0 0 36,878,887 2049 542,939,176 36,878,887 0 0 0 0 36,878,887 2050 32,576,351 575,515,526 39,091,621 0 0 0 0 0 39,091,621 2051 575,515,526 39,091,621 0 0 0 0 39,091,621 2052 34,530,932 610,046,458 41,437,118 0 0 0 0 0 41,437,118 2053 610,046,458 41,437,118 0 0 0 0 41,437,118 2054 36,602,787 646,649,246 43,923,345 0 0 0 0 0 43,923,345 2055 646,649,246 43,923,345 0 0 0 0 43,923,345 2056 38,798,955 685,448,200 46,558,746 0 0 0 0 0 46,558,746 2057 685,448,200 46,558,746 0 0 0 0 46,558,746 2058 41,126,892 726,575,092 49,352,270 0 0 0 0 0 49,352,270 2059 726,575,092 49,352,270 0 0 0 0 49,352,270 2060 43,594,506 770,169,598 52,313,407 0 0 0 0 0 52,313,407 2061 770,169,598 52,313,407 0 0 0 0 52,313,407 2062 46,210,176 816,379,774 55,452,211 0 0 0 0 0 55,452,211 2063 816,379,774 55,452,211 0 0 0 0 55,452,211 2064 48,982,786 865,362,560 58,779,344 0 0 0 0 0 58,779,344 2065 865,362,560 58,779,344 0 0 0 0 58,779,344 2066 51,921,754 917,284,314 62,306,104 0 0 0 0 0 62,306,104 GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential) Development Summary Development Projection -- Buildout Plan (updated 1/23/18) Residential Development Product Type Apts TH Condo SFD - Standard SFD - Premier Base $ ('18) $215,000 $375,000 $385,000 $475,000 $575,000 Res'l Totals 2017 - - - - - - 2018 - - - - - - 2019 - - - - - - 2020 138 29 29 47 23 266 2021 138 29 29 47 23 266 2022 - 29 28 46 21 124 2023 - - - - - - 2024 - - - - - - 2025 - - - - - - 2026 - - - - - - 2027 - - - - - - 2028 - - - - - - 2029 - - - - - - 2030 - - - - - - 2031 - - - - - - 2032 - - - - - - 2033 - - - - - - 2034 - - - - - - 2035 - - - - - - 2036 - - - - - - 2037 - - - - - - 276 87 86 140 67 656 MV @ Full Buildout $59,340,000 $32,625,000 $33,110,000 $66,500,000 $38,525,000 $230,100,000 (base prices;un-infl.) notes: Platted/Dev Lots = 10% MV; one-yr prior Base MV $ inflated 2% per annum 1/30/2018 C G@PMD#1-7 Fin Plan 18 R Dev Summ Prepared by D.A. Davidson & Co. 5 1 Packet Pg. 483 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Commercial) 1 Development Projection at 50.000 (target) District Mills for Debt Service -- 01/30/2018 2050 Assessed Value Summary 2049 < < < < < < < < Residential > > > > > > > > < Platted/Developed Lots > < < < < < < < < < < Commercial > > > > > > > > > > Mkt Value As'ed Value As'ed Value Mkt Value As'ed Value Biennial @ 7.20% @ 29.00% Biennial @ 29.00% Total Total Reasses'mt Cumulative of Market Cumulative of Market Total Comm'l Reasses'mt Cumulative of Market Assessed YEAR Res'l Units @ 6.0% Market Value (2-yr lag) Market Value (2-yr lag) Sq. Ft. @ 6.0% Market Value (2-yr lag) Value 2017 0 0 0 0 0 2018 0 0 0 0 0 0 0 2019 0 0 0 3,884,690 0 0 0 0 $0 2020 0 0 0 0 2,384,690 0 100,299 0 40,416,315 0 0 2021 0 0 0 2,384,690 1,126,560 100,299 65,722,836 0 1,126,560 2022 0 0 0 0 2,384,690 691,560 100,299 3,943,370 95,478,857 11,720,731 12,412,291 2023 0 0 0 4,140,335 691,560 100,299 121,807,762 19,059,622 19,751,182 2024 0 0 0 0 0 691,560 113,084 7,308,466 175,743,124 27,688,869 28,380,429 2025 0 0 0 0 1,200,697 0 175,743,124 35,324,251 36,524,948 2026 0 0 0 0 0 0 0 10,544,587 186,287,712 50,965,506 50,965,506 2027 0 0 0 0 0 0 186,287,712 50,965,506 50,965,506 2028 0 0 0 0 0 0 0 11,177,263 197,464,975 54,023,436 54,023,436 2029 0 0 0 0 0 0 197,464,975 54,023,436 54,023,436 2030 0 0 0 0 0 0 0 11,847,898 209,312,873 57,264,843 57,264,843 2031 0 0 0 0 0 0 209,312,873 57,264,843 57,264,843 2032 0 0 0 0 0 0 0 12,558,772 221,871,646 60,700,733 60,700,733 2033 0 0 0 0 0 0 221,871,646 60,700,733 60,700,733 2034 0 0 0 0 0 0 0 13,312,299 235,183,944 64,342,777 64,342,777 2035 0 0 0 0 0 0 235,183,944 64,342,777 64,342,777 2036 0 0 0 0 0 0 0 14,111,037 249,294,981 68,203,344 68,203,344 2037 0 0 0 0 0 0 249,294,981 68,203,344 68,203,344 2038 0 0 0 0 0 14,957,699 264,252,680 72,295,544 72,295,544 2039 0 0 0 0 264,252,680 72,295,544 72,295,544 2040 0 0 0 0 0 15,855,161 280,107,841 76,633,277 76,633,277 2041 0 0 0 0 280,107,841 76,633,277 76,633,277 2042 0 0 0 0 0 16,806,470 296,914,311 81,231,274 81,231,274 2043 0 0 0 0 296,914,311 81,231,274 81,231,274 2044 0 0 0 0 0 17,814,859 314,729,170 86,105,150 86,105,150 2045 0 0 0 0 314,729,170 86,105,150 86,105,150 2046 0 0 0 0 0 18,883,750 333,612,920 91,271,459 91,271,459 2047 0 0 0 0 333,612,920 91,271,459 91,271,459 2048 0 0 0 0 0 20,016,775 353,629,695 96,747,747 96,747,747 2049 0 0 0 0 353,629,695 96,747,747 96,747,747 2050 0 0 0 0 0 21,217,782 374,847,477 102,552,612 102,552,612 2051 0 0 0 0 374,847,477 102,552,612 102,552,612 2052 0 0 0 0 0 22,490,849 397,338,325 108,705,768 108,705,768 2053 0 0 0 0 397,338,325 108,705,768 108,705,768 2054 0 0 0 0 0 23,840,300 421,178,625 115,228,114 115,228,114 2055 0 0 0 0 421,178,625 115,228,114 115,228,114 2056 0 0 0 0 0 25,270,717 446,449,342 122,141,801 122,141,801 2057 0 0 0 0 446,449,342 122,141,801 122,141,801 2058 0 0 0 0 0 26,786,961 473,236,303 129,470,309 129,470,309 2059 0 0 0 0 473,236,303 129,470,309 129,470,309 2060 0 0 0 0 0 28,394,178 501,630,481 137,238,528 137,238,528 2061 0 0 0 0 501,630,481 137,238,528 137,238,528 2062 0 0 0 0 0 30,097,829 531,728,310 145,472,839 145,472,839 2063 0 0 0 0 531,728,310 145,472,839 145,472,839 2064 0 0 0 0 0 31,903,699 563,632,008 154,201,210 154,201,210 2065 0 0 0 0 563,632,008 154,201,210 154,201,210 2066 0 0 0 0 0 33,817,921 597,449,929 163,453,282 163,453,282 GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Commercial) Development Summary Development Projection -- Buildout Plan (updated 1/23/18) Commercial Development Product Type Retail Office Restaurant Emp. Office/Research Emp. Medical/Wellness Hotel Base $ ('18) $250/sf $200/sf $300/sf $200/sf $250/sf $125,000/Rm Comm'l Totals* 2017 - - - - - - - 2018 - - - - - - - 2019 - - - - - - - 2020 28,151 - 7,678 32,235 32,235 120 100,299 2021 28,151 - 7,678 32,235 32,235 - 100,299 2022 28,151 - 7,678 32,235 32,235 - 100,299 2023 28,151 - 7,678 32,235 32,235 - 100,299 2024 28,149 12,796 7,675 32,232 32,232 120 113,084 2025 - - - - - - - 2026 - - - - - - - 2027 - - - - - - - 2028 - - - - - - - 2029 - - - - - - - 2030 - - - - - - - 2031 - - - - - - - 2032 - - - - - - - 2033 - - - - - - - 2034 - - - - - - - 2035 - - - - - - - 2036 - - - - - - - 2037 - - - - - - - 140,753 12,796 38,387 161,172 161,172 240 514,280 MV @ Full Buildout $35,188,250 $2,559,200 $11,516,100 $32,234,400 $40,293,000 $30,000,000 $151,790,950 (base prices;un-infl.) [*] Not Including Hotels; presented in Rooms. notes: Platted/Dev Lots = 10% MV; one-yr prior Base MV $ inflated 2% per annum 1/30/2018 C G@PMD#1-7 Fin Plan 18 C Dev Summ Prepared by D.A. Davidson & Co. 7 1 Packet Pg. 485 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro Jan 30, 2018 8:16 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospect MD 18 (fk...:CJAN3018-20NRSPC) SOURCES AND USES OF FUNDS GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION BONDS, SERIES 2020 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Non-Rated, 105x, 30-yr. Maturity (Full Growth + 6.00% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2020 Delivery Date 12/01/2020 Sources: Bond Proceeds: Par Amount 67,005,000.00 67,005,000.00 Uses: Project Fund Deposits: Project Fund 49,176,650.00 Other Fund Deposits: Capitalized Interest Fund 10,050,750.00 Debt Service Reserve Fund 6,137,500.00 16,188,250.00 Delivery Date Expenses: Cost of Issuance 300,000.00 Underwriter's Discount 1,340,100.00 1,640,100.00 67,005,000.00 8 1 Packet Pg. 486 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) SOURCES AND USES OF FUNDS GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 Sources: Bond Proceeds: Par Amount 121,720,000.00 Other Sources of Funds: Funds on Hand* 3,890,000.00 Series 2020 - DSRF 6,137,500.00 10,027,500.00 131,747,500.00 Uses: Project Fund Deposits: Project Fund 66,262,489.58 Refunding Escrow Deposits: Cash Deposit* 58,715,000.00 Other Fund Deposits: Capitalized Interest Fund 431,091.67 Debt Service Reserve Fund 5,530,318.75 5,961,410.42 Delivery Date Expenses: Cost of Issuance 200,000.00 Underwriter's Discount 608,600.00 808,600.00 131,747,500.00 [*] Estimated balances (tbd). 9 1 Packet Pg. 487 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) BOND SUMMARY STATISTICS GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 First Coupon 06/01/2037 Last Maturity 12/01/2066 Arbitrage Yield 4.250000% True Interest Cost (TIC) 4.285260% Net Interest Cost (NIC) 4.250000% All-In TIC 4.296902% Average Coupon 4.250000% Average Life (years) 22.931 Weighted Average Maturity (years) 22.931 Duration of Issue (years) 14.506 Par Amount 121,720,000.00 Bond Proceeds 121,720,000.00 Total Interest 118,622,812.50 Net Interest 119,231,412.50 Bond Years from Dated Date 2,791,125,000.00 Bond Years from Delivery Date 2,791,125,000.00 Total Debt Service 240,342,812.50 Maximum Annual Debt Service 17,253,375.00 Average Annual Debt Service 8,011,427.08 Underwriter's Fees (per $1000) Average Takedown Other Fee 5.000000 Total Underwriter's Discount 5.000000 Bid Price 99.500000 Average Par Average Average Maturity PV of 1 bp Bond Component Value Price Coupon Life Date change Term Bond due 2066 121,720,000.00 100.000 4.250% 22.931 11/06/2059 205,706.80 121,720,000.00 22.931 205,706.80 All-In Arbitrage TIC TIC Yield Par Value 121,720,000.00 121,720,000.00 121,720,000.00 + Accrued Interest + Premium (Discount) - Underwriter's Discount -608,600.00 -608,600.00 - Cost of Issuance Expense -200,000.00 - Other Amounts Target Value 121,111,400.00 120,911,400.00 121,720,000.00 Target Date 12/01/2036 12/01/2036 12/01/2036 Yield 4.285260% 4.296902% 4.250000% 10 1 Packet Pg. 488 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) BOND DEBT SERVICE GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Period Annual Ending Principal Coupon Interest Debt Service Debt Service 06/01/2037 2,586,550.00 2,586,550.00 12/01/2037 2,586,550.00 2,586,550.00 5,173,100.00 06/01/2038 2,586,550.00 2,586,550.00 12/01/2038 10,000 4.250% 2,586,550.00 2,596,550.00 5,183,100.00 06/01/2039 2,586,337.50 2,586,337.50 12/01/2039 10,000 4.250% 2,586,337.50 2,596,337.50 5,182,675.00 06/01/2040 2,586,125.00 2,586,125.00 12/01/2040 325,000 4.250% 2,586,125.00 2,911,125.00 5,497,250.00 06/01/2041 2,579,218.75 2,579,218.75 12/01/2041 335,000 4.250% 2,579,218.75 2,914,218.75 5,493,437.50 06/01/2042 2,572,100.00 2,572,100.00 12/01/2042 680,000 4.250% 2,572,100.00 3,252,100.00 5,824,200.00 06/01/2043 2,557,650.00 2,557,650.00 12/01/2043 710,000 4.250% 2,557,650.00 3,267,650.00 5,825,300.00 06/01/2044 2,542,562.50 2,542,562.50 12/01/2044 1,090,000 4.250% 2,542,562.50 3,632,562.50 6,175,125.00 06/01/2045 2,519,400.00 2,519,400.00 12/01/2045 1,135,000 4.250% 2,519,400.00 3,654,400.00 6,173,800.00 06/01/2046 2,495,281.25 2,495,281.25 12/01/2046 1,555,000 4.250% 2,495,281.25 4,050,281.25 6,545,562.50 06/01/2047 2,462,237.50 2,462,237.50 12/01/2047 1,620,000 4.250% 2,462,237.50 4,082,237.50 6,544,475.00 06/01/2048 2,427,812.50 2,427,812.50 12/01/2048 2,080,000 4.250% 2,427,812.50 4,507,812.50 6,935,625.00 06/01/2049 2,383,612.50 2,383,612.50 12/01/2049 2,170,000 4.250% 2,383,612.50 4,553,612.50 6,937,225.00 06/01/2050 2,337,500.00 2,337,500.00 12/01/2050 2,680,000 4.250% 2,337,500.00 5,017,500.00 7,355,000.00 06/01/2051 2,280,550.00 2,280,550.00 12/01/2051 2,795,000 4.250% 2,280,550.00 5,075,550.00 7,356,100.00 06/01/2052 2,221,156.25 2,221,156.25 12/01/2052 3,355,000 4.250% 2,221,156.25 5,576,156.25 7,797,312.50 06/01/2053 2,149,862.50 2,149,862.50 12/01/2053 3,495,000 4.250% 2,149,862.50 5,644,862.50 7,794,725.00 06/01/2054 2,075,593.75 2,075,593.75 12/01/2054 4,115,000 4.250% 2,075,593.75 6,190,593.75 8,266,187.50 06/01/2055 1,988,150.00 1,988,150.00 12/01/2055 4,290,000 4.250% 1,988,150.00 6,278,150.00 8,266,300.00 06/01/2056 1,896,987.50 1,896,987.50 12/01/2056 4,965,000 4.250% 1,896,987.50 6,861,987.50 8,758,975.00 06/01/2057 1,791,481.25 1,791,481.25 12/01/2057 5,175,000 4.250% 1,791,481.25 6,966,481.25 8,757,962.50 06/01/2058 1,681,512.50 1,681,512.50 12/01/2058 5,925,000 4.250% 1,681,512.50 7,606,512.50 9,288,025.00 06/01/2059 1,555,606.25 1,555,606.25 12/01/2059 6,175,000 4.250% 1,555,606.25 7,730,606.25 9,286,212.50 06/01/2060 1,424,387.50 1,424,387.50 12/01/2060 6,995,000 4.250% 1,424,387.50 8,419,387.50 9,843,775.00 06/01/2061 1,275,743.75 1,275,743.75 Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) NET DEBT SERVICE GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Period Total Debt Service Capitalized Net Ending Principal Interest Debt Service Reserve Fund Interest Fund Debt Service 12/01/2037 5,173,100.00 5,173,100.00 431,091.67 4,742,008.33 12/01/2038 10,000 5,173,100.00 5,183,100.00 5,183,100.00 12/01/2039 10,000 5,172,675.00 5,182,675.00 5,182,675.00 12/01/2040 325,000 5,172,250.00 5,497,250.00 5,497,250.00 12/01/2041 335,000 5,158,437.50 5,493,437.50 5,493,437.50 12/01/2042 680,000 5,144,200.00 5,824,200.00 5,824,200.00 12/01/2043 710,000 5,115,300.00 5,825,300.00 5,825,300.00 12/01/2044 1,090,000 5,085,125.00 6,175,125.00 6,175,125.00 12/01/2045 1,135,000 5,038,800.00 6,173,800.00 6,173,800.00 12/01/2046 1,555,000 4,990,562.50 6,545,562.50 6,545,562.50 12/01/2047 1,620,000 4,924,475.00 6,544,475.00 6,544,475.00 12/01/2048 2,080,000 4,855,625.00 6,935,625.00 6,935,625.00 12/01/2049 2,170,000 4,767,225.00 6,937,225.00 6,937,225.00 12/01/2050 2,680,000 4,675,000.00 7,355,000.00 7,355,000.00 12/01/2051 2,795,000 4,561,100.00 7,356,100.00 7,356,100.00 12/01/2052 3,355,000 4,442,312.50 7,797,312.50 7,797,312.50 12/01/2053 3,495,000 4,299,725.00 7,794,725.00 7,794,725.00 12/01/2054 4,115,000 4,151,187.50 8,266,187.50 8,266,187.50 12/01/2055 4,290,000 3,976,300.00 8,266,300.00 8,266,300.00 12/01/2056 4,965,000 3,793,975.00 8,758,975.00 8,758,975.00 12/01/2057 5,175,000 3,582,962.50 8,757,962.50 8,757,962.50 12/01/2058 5,925,000 3,363,025.00 9,288,025.00 9,288,025.00 12/01/2059 6,175,000 3,111,212.50 9,286,212.50 9,286,212.50 12/01/2060 6,995,000 2,848,775.00 9,843,775.00 9,843,775.00 12/01/2061 7,290,000 2,551,487.50 9,841,487.50 9,841,487.50 12/01/2062 8,190,000 2,241,662.50 10,431,662.50 10,431,662.50 12/01/2063 8,540,000 1,893,587.50 10,433,587.50 10,433,587.50 12/01/2064 9,530,000 1,530,637.50 11,060,637.50 11,060,637.50 12/01/2065 9,935,000 1,125,612.50 11,060,612.50 11,060,612.50 12/01/2066 16,550,000 703,375.00 17,253,375.00 5,530,318.75 11,723,056.25 121,720,000 118,622,812.50 240,342,812.50 5,530,318.75 431,091.67 234,381,402.08 12 1 Packet Pg. 490 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) SUMMARY OF BONDS REFUNDED GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Maturity Interest Par Call Call Bond Date Rate Amount Date Price 1/30/18: Ser 20 NR LF, 5.00%, 105x, 50+50, FG+6% BiRE, SP (Aggressive): TERM50 12/01/2037 5.000% 1,720,000.00 12/01/2036 100.000 12/01/2038 5.000% 2,085,000.00 12/01/2036 100.000 12/01/2039 5.000% 2,190,000.00 12/01/2036 100.000 12/01/2040 5.000% 2,595,000.00 12/01/2036 100.000 12/01/2041 5.000% 2,725,000.00 12/01/2036 100.000 12/01/2042 5.000% 3,175,000.00 12/01/2036 100.000 12/01/2043 5.000% 3,335,000.00 12/01/2036 100.000 12/01/2044 5.000% 3,835,000.00 12/01/2036 100.000 12/01/2045 5.000% 4,030,000.00 12/01/2036 100.000 12/01/2046 5.000% 4,580,000.00 12/01/2036 100.000 12/01/2047 5.000% 4,810,000.00 12/01/2036 100.000 12/01/2048 5.000% 5,425,000.00 12/01/2036 100.000 12/01/2049 5.000% 5,695,000.00 12/01/2036 100.000 12/01/2050 5.000% 12,515,000.00 12/01/2036 100.000 58,715,000.00 13 1 Packet Pg. 491 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) ESCROW REQUIREMENTS GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 1/30/18: Ser 20 NR LF, 5.00%, 105x, 50+50, FG+6% BiRE, SP (Aggressive) Period Principal Ending Redeemed Total 12/01/2036 58,715,000.00 58,715,000.00 58,715,000.00 58,715,000.00 14 1 Packet Pg. 492 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Jan 30, 2018 8:27 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Gateway @ Prospe...:CJAN3018-36IGR20C,36IGR20C) PRIOR BOND DEBT SERVICE GATEWAY @ PROSPECT METROPOLITAN DISTRICT Nos. 1-7 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2020 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Annual Period Debt Debt Ending Principal Coupon Interest Service Service 06/01/2037 1,467,875 1,467,875 12/01/2037 1,720,000 5.000% 1,467,875 3,187,875 4,655,750 06/01/2038 1,424,875 1,424,875 12/01/2038 2,085,000 5.000% 1,424,875 3,509,875 4,934,750 06/01/2039 1,372,750 1,372,750 12/01/2039 2,190,000 5.000% 1,372,750 3,562,750 4,935,500 06/01/2040 1,318,000 1,318,000 12/01/2040 2,595,000 5.000% 1,318,000 3,913,000 5,231,000 06/01/2041 1,253,125 1,253,125 12/01/2041 2,725,000 5.000% 1,253,125 3,978,125 5,231,250 06/01/2042 1,185,000 1,185,000 12/01/2042 3,175,000 5.000% 1,185,000 4,360,000 5,545,000 06/01/2043 1,105,625 1,105,625 12/01/2043 3,335,000 5.000% 1,105,625 4,440,625 5,546,250 06/01/2044 1,022,250 1,022,250 12/01/2044 3,835,000 5.000% 1,022,250 4,857,250 5,879,500 06/01/2045 926,375 926,375 12/01/2045 4,030,000 5.000% 926,375 4,956,375 5,882,750 06/01/2046 825,625 825,625 12/01/2046 4,580,000 5.000% 825,625 5,405,625 6,231,250 06/01/2047 711,125 711,125 12/01/2047 4,810,000 5.000% 711,125 5,521,125 6,232,250 06/01/2048 590,875 590,875 12/01/2048 5,425,000 5.000% 590,875 6,015,875 6,606,750 06/01/2049 455,250 455,250 12/01/2049 5,695,000 5.000% 455,250 6,150,250 6,605,500 06/01/2050 312,875 312,875 12/01/2050 12,515,000 5.000% 312,875 12,827,875 13,140,750 58,715,000 27,943,250 86,658,250 86,658,250 15 1 Packet Pg. 493 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT F Gateway at Prospect Metropolitan District Nos. 1-7 Intergovernmental Agreement 1 Packet Pg. 494 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) INTERGOVERNMENTAL AGREEMENT THIS INTERGOVERNMENTAL AGREEMENT is made and entered into by and between the City of Fort Collins, Colorado, a Colorado home rule municipality (the “City”), and Gateway at Prospect Metropolitan District Nos. 1-7, quasi-municipal corporations and political subdivisions of the State of Colorado (collectively, the “Districts”). RECITALS WHEREAS, the Districts were organized to provide those services and to exercise powers as are more specifically set forth in the Districts’ Service Plan dated March 6, 2018, which may be amended from time to time as set forth therein (the “Service Plan”); and WHEREAS, the City and the property owner organizers of the Districts have entered into that certain “Binding Agreement Pertaining to Development of the Interstate Highway 25 and Prospect Road Interchange” dated March __, 2018 (the “Binding Agreement”); and WHEREAS, the Binding Agreement contemplates that the City and the Districts will enter into a “Capital Pledge Agreement” pursuant to which the District will share in the cost of the Colorado Department of Transportation project to improve the I-25 and Prospect Road Interchange (the “Capital Pledge Agreement); and WHEREAS, the Service Plan requires the execution of an intergovernmental agreement between the City and the Districts to provide the City with contract remedies to enforce the requirements and limitations imposed on the Districts in the Service Plan; and WHEREAS, the City and the Districts have determined it to be in their best interests to enter into this Intergovernmental Agreement as provided in the Service Plan (“Agreement”). NOW, THEREFORE, for and in consideration of the covenants and mutual agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: COVENANTS AND AGREEMENTS 1. Incorporation by Reference. The Service Plan is hereby incorporated in this agreement by this reference. The District agrees to comply with all provisions of the Service Plan, as it may be amended from time to time in accordance with the provisions thereof, and Title 32, Article 1, C.R.S. (the “Special District Act”). Capitalized terms used herein not otherwise defined in this Agreement shall have the meanings, respectfully, specified in the Service Plan. 2. Imposition of Fees, Levying of Taxes and Issuance of Debt. The Districts shall not impose any taxes, fees, rates, tolls or charges, or issue any Debt unless or until: (a) the Property Owner has recorded the PIF Covenant (as defined in the Binding Agreement) against its property 1 Packet Pg. 495 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) within the Project Area Boundaries, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. 3. City Prior Approvals. The Districts shall obtain any prior City or City Council approvals as required in the Service Plan before undertaking the action requiring such approval. 4. Enforcement. The parties agree that this Agreement may be enforced at law or in equity, including actions seeking specific performance, mandamus, injunctive, or other appropriate relief. The parties also agree that this Agreement may be enforced pursuant to Section 32-1-207, C.R.S. and other provisions of the Special District Act granting rights to municipalities or counties approving a service plan of a special district. 5. Amendment. This Agreement may be amended, modified, changed, or terminated in whole or in part only by a written agreement duly authorized and executed by the parties hereto. 6. Governing Law; Venue. This Agreement shall be governed by and construed under the applicable laws of the State of Colorado. Venue for any judicial action to interpret or enforce this Agreement shall be in Larimer County District Court of the Eighth Judicial District for the State of Colorado. 7. Beneficiaries. Except as otherwise stated herein, this Agreement is intended to describe the rights and responsibilities of and between the named parties and is not intended to, and shall not be deemed to confer any rights upon any persons or entities not named as parties. 8. Effect of Invalidity. If any portion of this Agreement is held invalid or unenforceable for any reason by a court of competent jurisdiction as to either party or as to both parties, such portion shall be deemed severable and its invalidity or its unenforceability shall not cause the entire agreement to be terminated. 9. Assignability. Neither the City nor the Districts shall assign their rights or delegate their duties hereunder without the prior written consent of the other parties. Any assignment of rights or delegation of duties without such prior written consent shall be deemed null and void and of no effect. Notwithstanding the foregoing, the City and the Districts may enter into contracts or other agreements with third parties to perform any of their respective duties required under this Agreement. 10. Successors and Assigns. This Agreement and the rights and obligations created hereby shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. GATEWAY AT PROSPECT METROPOLITAN DISTRICT NOS. 1-7 BY: President ATTEST: 1 Packet Pg. 496 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) By:_______________________________ Secretary CITY OF FORT COLLINS, COLORADO By: Mayor ATTEST: By: City Clerk 1 Packet Pg. 497 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 1597.0003; 884438 CERTIFICATE CONCERNING NOTICES OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN IN RE THE ORGANIZATION OF GATEWAY AT PROSPECT METROPOLITAN DISTRICT NOS. 1-7, CITY OF FORT COLLINS, COUNTY OF LARIMER, STATE OF COLORADO I, Abby Franz, an a paralegal at the law firm of White Bear Ankele Tanaka & Waldron Professional Corporation, acting on behalf of Gateway at Prospect Metropolitan District Nos.1-7 (the “Districts”), do hereby certify as follows: 1. That the City Council of the City of Fort Collins (the “City Council”) set a public hearing for Tuesday, March 6, 2018 at 6:00 p.m. at the City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado (the “Hearing”), for the purpose of considering the Consolidated Service Plan (the “Service Plan”) for the Districts and to form a basis for adopting a resolution approving, conditionally approving or disapproving the Service Plan; 2. That, pursuant to § 32-1-204.5, C.R.S., and the City of Fort Collins Policy for Reviewing Proposed Service Plans for Title 32 Metropolitan Districts, dated July 9, 2008, the Notice of Public Hearing on Consolidated Service Plan, a copy of which is attached hereto as Exhibit A and incorporated herein by this reference, was sent by U.S. mail on February 14, 2018, more than ten (10) days prior to the Hearing, to the property owners within the proposed Districts as listed on the records of the County Assessor, as set forth on the list attached hereto as Exhibit B and incorporated herein by this reference and; 3. That the Notice of Public Hearing on Consolidated Service Plan was further published on February 12, 2018 in The Coloradoan. A copy of the Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan is attached hereto as Exhibit C and incorporated herein by this reference. Signed this 28 th day of February, 2018. By: Abby Franz, Paralegal EXHIBIT B 2 Packet Pg. 498 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT A TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 499 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) NOTICE OF PUBLIC HEARING FOR THE ORGANIZATION OF A SPECIAL DISTRICT IN RE THE ORGANIZATION OF GATEWAY AT PROSPECT METROPOLITAN DISTRICT NOS. 1-7, CITY OF FT. COLLINS, COUNTY OF LARIMER, STATE OF COLORADO NOTICE IS HEREBY GIVEN that, pursuant to § 32-1-204(1), C.R.S., a Service Plan (the “Service Plan”) for the proposed Gateway at Prospect Metropolitan District Nos. 1-7 (“Districts”) has been filed and is available for public inspection in the office of the City Clerk of the City of Ft. Collins. A public hearing on the Service Plan will be held by the City Council of the City of Ft. Collins (the “City Council”) on Tuesday, March 6, 2018, at 6:00 p.m., at City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado, or as soon thereafter as the City Council may hear such matter. The Districts are metropolitan districts. Public improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed, specifically including related eligible costs for acquisition and administration, as authorized by the Special District Act, except as specifically limited in Section V of the Districts’ Service Plan to serve the future taxpayers and property owners of the Districts as determined by the Board of the Districts in its discretion. The maximum mill levy each District is permitted to impose upon the taxable property within its boundaries and shall be Eighty (80) Mills subject to the limitations set forth in the Service Plan. The proposed districts will be located at the northwest corner of the Prospect/I-25 Intersection. A description of the land contained within the boundaries of the proposed Districts is as follows: A parcel located in Section 16, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, Larimer County, Colorado, containing approximately 178.85 acres, as further described in the Service Plan. NOTICE IS FURTHER GIVEN that pursuant to § 32-1-203(3.5), C.R.S., any person owning property in the proposed Districts may request that such property be excluded from the Districts by submitting such request to the Board of County Commissioners of Larimer County no later than ten days prior to the public hearing. All protests and objections must be submitted in writing to the City Manager at or prior to the public hearing or any continuance or postponement thereof in order to be considered. All protests and objections to the Districts shall be deemed to be waived unless presented at the time and in the manner specified herein. BY ORDER OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS 2 Packet Pg. 500 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT B TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Mailing List of Property Owners) 2 Packet Pg. 501 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Fort Collins/I25 Interchange Corner, LLC 2 N. Cascade Ave., Suite 590 Colorado Springs, CO 80903 2 Packet Pg. 502 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) EXHIBIT C TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 503 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) 2 Packet Pg. 504 Attachment: Exhibit B (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) -1- RESOLUTION 2018-028 OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS APPROVING THE CONSOLIDATED SERVICE PLAN FOR THE RUDOLPH FARMS METROPOLITAN DISTRICT NOS. 1-6 WHEREAS, the interchange at Interstate Highway 25 and Prospect Road (the “Interchange”) is owned by the State of Colorado and operated and maintained by the Colorado Department of Transportation (“CDOT”); and WHEREAS, the Interchange is within the City’s boundaries and adjacent to its four corners are several undeveloped parcels of privately-owned land, which parcels are also within the City’s boundaries; and WHEREAS, Fort Collins/I-25 Interchange Corner, LLC (“FCIC”) is the fee title owner of a parcel of land adjacent to the northwest corner of the Interchange (the “FCIC Parcel”); and WHEREAS, Gateway at Prospect Apartments, LLC (“GAPA”) is the fee title owner of a parcel of land also adjacent to the northwest corner of the Interchange (the “GAPA Parcel”); and WHEREAS, a group of tenants in common (“TIC Owners”) are the fee title owners of the three parcels of land adjacent to the northeast corner of the Interchange (the “TIC Owners Parcels”); and WHEREAS, Paradigm Properties LLC (“Paradigm”) is the fee title owner of the two parcels of land adjacent to the southeast corner of the Interchange (the “Paradigm Parcels”); and WHEREAS, the Colorado State University Research Foundation (“CSURF”) is the fee title owner of the two parcels of land adjacent to the southwest corner of the Interchange (the “CSURF Parcels”); and WHEREAS, FCIC, GAPA, the TIC Owners, Paradigm and CSURF are hereafter collectively referred to as the “Property Owners” and the FCIC Parcel, GAPA Parcel, the TIC Owners Parcels, Paradigm Parcels and CSURF Parcels are hereafter collectively referred to as the “Properties”; and WHEREAS, CDOT has notified the City that it is planning a project to significantly modify and improve the Interchange by reconstructing its ramps and bridge and by reconstructing Prospect Road to a configuration with four through lanes, a raised median, left turn lanes and pedestrian and bicycle facilities, and CDOT is expected to begin construction of this project after July 1, 2018 (the “Project”); and WHEREAS, the Project will also include certain urban design improvements requested by the City that are typically required under the City’s development standards (the “Urban Design Features”); and WHEREAS, the Project and the Urban Design Features will provide significant public benefits to the City and its residents, and they will benefit the Property Owners by materially increasing the value of their Properties; and Packet Pg. 505 -2- WHEREAS, CDOT estimates that the total cost of the Project, as originally proposed by it, will be approximately $24 million, but it has indicated that it will only provide $12 million to fund the Project, leaving a $12 million deficit; and WHEREAS, the Urban Design Features planned by the City will add an additional $7 million to the cost of the Project, bringing the total Project cost to $31 million; and WHEREAS, CDOT has asked the City to participate in the Project by funding the $12 million deficit originally identified by CDOT, but the City is only willing to consider funding this deficit if the additional $7 million of Urban Design Features are included in the Project and if the Town of Timnath, Colorado (“Timnath”) and the Property Owners share in funding this $19 million deficit; and WHEREAS, the City has previously entered into an Intergovernmental Agreement dated April 14, 2017, with CDOT in which the City has agreed to contribute $2.25 million in support of CDOT’s project to improve I-25 from Colorado Highway 402 to Colorado Highway 14 (the “CDOT IGA”); and WHEREAS, on January 2, 2018, the City Council adopted Resolution 2018-004 approving an amendment to the CDOT IGA, in which amendment the City has agreed to share in the cost of the Interchange Project as proposed by CDOT and CDOT has agreed to add the Urban Design Features to the Project, which amendment the City and CDOT entered into on January 18, 2018 (the “Amended IGA”); and WHEREAS, the City has also asked Timnath to share in funding the City’s commitment to CDOT under the Amended IGA since Timnath will also experience significant public benefits from the Project; and WHEREAS, the City and Timnath have been negotiating a separate agreement under which Timnath would reimburse the City for up to $2.5 million of the $19 million deficit to be paid over a twenty-year period, thereby leaving a $16.5 million deficit (the “Remaining Deficit”); and WHEREAS, the City and the Property Owners have previously negotiated and entered into that certain “Memorandum of Understanding Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” dated January 30, 2018, which City Council approved in Resolution 2018-005 on January 2, 2018 (the “MOU”); and WHEREAS, the City and the Property Owners acknowledged in the MOU that while it is not a binding agreement, the parties nevertheless intended to cooperate in good faith to negotiate and enter into a binding agreement under which the parties would agree to equally share in the payment of the Remaining Deficit; and WHEREAS, as so intended in the MOU, City staff and the Property Owners have negotiated in good faith a “Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange” (the “Binding Agreement”); and Packet Pg. 506 -3- WHEREAS, the City Council has on this date adopted Resolution 2018-024 approving and authorizing the City’s execution of the Binding Agreement; and WHEREAS, the Property Owners agree in the Binding Agreement to equally share the Remaining Deficit by the Property Owners agreeing to reimburse the City over time their $8.25 million share (“Shared Deficit”) to be reduced by a credit of $500,000 representing the value of the Property Owners’ land that will be dedicated to CDOT without receiving compensation as right of way for the Project (the “ROW Credit”) and a credit of $700,000 representing the transportation capital expansion fees anticipated to be paid to the City under Fort Collins Code Section 7.5-32 related to the future development of the Properties (the “TCEF Credit”); and WHEREAS, after the ROW Credit and the TCEF Credit are applied to the Shared Deficit, the Binding Agreement provides that the Property Owners’ portion of the Shared Deficit will be $7,050,000, plus financing costs (“Owners’ Share”); and WHEREAS, the Binding Agreement further provides that the Owners’ Share will accrue interest at the rate the City incurs in financing its funding obligations to CDOT under the Amended IGA and that this adjusted amount will be paid in twenty annual payments of principal and interest from the Pledged Revenues (as hereinafter defined); and WHEREAS, the Property Owners also agree in the Binding Agreement to record against their respective Properties a covenant imposing a public improvement fee at a rate .75%, net of any administrative fees for collection, to be imposed on all future retail sales on the Properties that are also subject to the City’s sales tax under Article III of City Code Chapter 25, as amended (collectively, the “Interchange PIF Covenant”); and WHEREAS, to pay the Owners’ Share, the Binding Agreement contemplates that the Property Owners will organize a metropolitan district under the provisions of Article 1 of Title 32 of the Colorado Revised Statutes (the “Special District Act”); and WHEREAS, on July 15, 2008, the City Council adopted Resolution 2008-069 creating a Policy for Reviewing Proposed Service Plans for Title 32 metropolitan districts (the “City Policy”) setting forth criteria to serve as a guide for Council’s consideration of metropolitan district service plans, but retaining to Council the full discretion and authority regarding the terms and conditions of the service plans it considers and approves; and WHEREAS, the Property Owners have submitted to the City, in accordance with the City Policy, the “Service Plan for I-25/Prospect Interchange Metropolitan District, City of Fort Collins, Colorado” (the “Interchange Service Plan”) to create this metropolitan district (the “Interchange Metro District”); and WHEREAS, the Interchange Service Plan proposes the creation of the Interchange Metro District for the sole purpose of paying the Owners’ Share through the Interchange Metro District’s pledge of a combination of a property tax mill levy of not less than 7.5 mills, but not more than 10 mills, on the Properties (“Property Tax”), fees imposed by it on and collected from future development occurring on the Properties (“Project Fees”) and the net revenues from the Interchange PIF Covenant collected by the Interchange Metro District (“PIF Revenues”); and Packet Pg. 507 -4- WHEREAS, the Interchange Metro District’s commitment to pledge the Property Tax, the Project Fees and the PIF Revenues (collectively, the “Pledged Revenues”) to the payment of the Owners’ Share is set out in the Capital Pledge Agreement attached as Exhibit “D” to the Interchange Service Plan (the “Capital Pledge Agreement”); and WHEREAS, as anticipated in the MOU, four of the Property Owners also wish to form other metropolitan districts under the District Act to use to construct and fund some or all of the basic public infrastructure needed in the future development of their individual Properties, whether such development is commercial or residential, and for maintenance of such infrastructure and for all other purposes allowed by the District Act and the approved service plans (the “Development Metro Districts”); and WHEREAS, the Interchange Metro District and the Development Metro Districts shall be collectively referred to as the “Metro Districts”; and WHEREAS, the Metro Districts cannot be created under the District Act without the City Council approving a service plan for each of the Metro Districts (collectively, “Service Plans”) which, together with the District Act, will govern the operation of the Metro Districts and their authority to impose, collect, spend and pledge property taxes and fees, issue debt, and they will delineate the type of basic public infrastructure and services the Metro Districts will be authorized to provide and how the Metro Districts will cooperate with each other, the City and the Property Owners to fund regional and local infrastructure; and WHEREAS, the Binding Agreement contemplates that if all of the Service Plans are not approved by Council, that the Interchange Metro District will not enter into the Capital Pledge Agreement and the Property Owners will not record the Interchange PIF Covenant, however the Binding Agreement also contemplates that the Development Districts will be unable to impose any fees or property tax mill levy or issue any debt unless the Interchange Metro District conducts a TABOR election on May 8, 2018, in accordance with Article X, Section 20 of the Colorado Constitution, that authorizes the Interchange Metro District’s Property Tax and the Capital Pledge Agreement, the Interchange Metro District enters into the Capital Pledge Agreement, and the Property Owners record the PIF Covenant against all of their respective Properties; and WHEREAS, the TIC Owners, as the owner of the TIC Owners Parcels, have submitted to the City, in accordance with the City Policy, the “Consolidated Service Plan for Rudolph Farms Metropolitan District Nos. 1-6” attached hereto as Exhibit “A” and incorporated herein by reference (the “Rudolph Farms Service Plan”); and WHEREAS, in accordance with Subsection B of the Review and Approval Process section of the City Policy and Colorado Revised Statutes Section 32-1-204.5, the TIC Owners have complied with all notification requirements for City Council’s public hearing on the Rudolph Farms Service Plan as evidenced by the “Certificate of Mailing Notice of Service Plan Hearing” dated February 28, 2018, attached hereto as Exhibit “B” and incorporated herein by reference (the “Notice Requirements”); and Packet Pg. 508 -5- WHEREAS, in addition to compliance with the Notice Requirements, the TIC Owners have caused to be published a notice of the Public Hearing in the Coloradoan, a newspaper of general circulation within the boundaries of the proposed Rudolph Farms Metropolitan District Nos. 1-6 (the “Rudolph Farms Metro Districts”); and WHEREAS, the City Council has reviewed the Rudolph Farms Service Plan and considered the testimony and evidence presented at a public hearing on March 6, 2018 (the “Public Hearing”); and WHEREAS, the Special District Act requires that any service plan submitted to the district court for the creation of a metropolitan district must first be approved by a resolution of the governing body of the municipality within which the proposed district lies; and WHEREAS, the City Council wishes to approve the Rudolph Farms Service Plan. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FORT COLLINS, COLORADO, as follows: Section 1. That the City Council hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the City Council hereby determines that the City’s notification requirements have been complied with regarding the Public Hearing on the Rudolph Farms Service Plan. Section 3. That the City Council hereby finds that the Rudolph Farms Service Plan contains, or sufficiently provides for, the items described in Colorado Revised Statutes Section 32-1-202(2), and that: a. There is sufficient existing and projected need for organized service in the area to be serviced by the proposed Rudolph Farms Metro Districts; b. The existing service in the area to be served by the proposed Rudolph Farms Metro Districts is inadequate for present and projected needs; c. The proposed Rudolph Farms Districts are capable of providing economical and sufficient service to the area within their proposed boundaries; and d. The area to be included within the proposed Rudolph Farms Metro Districts has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. Section 4. That the City Council’s findings are based solely upon the evidence in the Rudolph Farms Service Plan as presented at the Public Hearing and the City has not conducted Packet Pg. 509 -6- any independent investigation of the evidence. The City makes no guarantee as to the financial viability of the Rudolph Farms Metro Districts or the achievability of the desired results. Section 5. That the City Council hereby approves the Rudolph Farms Service Plan. Section 6. That the City Council’s approval of the Rudolph Farms Service Plan is not a waiver or a limitation upon any power that the City or the City Council is legally permitted to exercise with respect to the property within the Rudolph Farms Metro Districts. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 6th day of March A.D. 2018. ____________________________________ Mayor ATTEST: ______________________________ City Clerk Packet Pg. 510 CONSOLIDATED SERVICE PLAN FOR RUDOLPH FARMS METROPOLITAN DISTRICT NOS. 1-6 CITY OF FORT COLLINS, COLORADO Prepared by: White Bear Ankele Tanaka & Waldron, Professional Corporation 748 Whalers Way, Suite 210 Fort Collins, Colorado 80525 March 6, 2018 EXHIBIT A 1 Packet Pg. 511 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) i TABLE OF CONTENTS I. INTRODUCTION .............................................................................................................. 1 A. Purpose and Intent................................................................................................... 1 B. Need for the Districts. ............................................................................................. 2 C. Objective of the City Regarding Districts’ Service Plan. ....................................... 2 II. DEFINITIONS .................................................................................................................... 3 III. BOUNDARIES ................................................................................................................... 6 IV. PROPOSED LAND USE AND ASSESSED VALUATION ............................................. 6 V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES ....... 7 A. Powers of the Districts and Service Plan Amendment. .......................................... 7 1. Operations and Maintenance....................................................................... 7 2. Development Standards. ............................................................................. 7 3. Privately Placed Debt Limitation. ............................................................... 7 4. Inclusion and Exclusion Limitation. ........................................................... 8 5. Maximum Debt Authorization. ................................................................... 8 6. Monies from Other Governmental Sources. ............................................... 8 7. Consolidation Limitation. ........................................................................... 8 8. Eminent Domain Limitation. ...................................................................... 8 9. Service Plan Amendment Requirement. ..................................................... 9 B. Infrastructure Preliminary Development Plan. ....................................................... 9 VI. FINANCIAL PLAN.......................................................................................................... 10 A. General. ................................................................................................................. 10 B. Maximum Voted Interest Rate and Maximum Underwriting Discount. .............. 11 C. Maximum Mill Levies. ......................................................................................... 11 D. Debt Issuance and Maturity. ................................................................................. 12 E. Security for Debt. .................................................................................................. 12 F. TABOR Compliance. ............................................................................................ 12 G. Districts’ Operating Costs. .................................................................................... 12 H. Elections. ............................................................................................................... 13 VII. ANNUAL REPORT ......................................................................................................... 13 A. General. ................................................................................................................. 13 B. Reporting of Significant Events. ........................................................................... 13 VIII. DISSOLUTION ................................................................................................................ 14 IX. PROPOSED AND EXISTING INTERGOVERNMENTAL AGREEMENTS AND EXTRATERRITORIAL SERVICE AGREEMENTS ..................................................... 14 X. MATERIAL MODIFICATIONS ..................................................................................... 14 1 Packet Pg. 512 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 ii XI. SANCTIONS .................................................................................................................... 15 XII. INTERGOVERNMENTAL AGREEMENT WITH CITY .............................................. 16 XIII. CONCLUSION ................................................................................................................. 16 XIV. RESOLUTION OF APPROVAL ..................................................................................... 16 1 Packet Pg. 513 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 iii LIST OF EXHIBITS EXHIBIT A-1 Legal Description of Project Area Boundaries EXHIBIT A-2 Legal Description of District No. 1 EXHIBIT A-3 Legal Description of District No. 2 EXHIBIT A-4 Legal Description of District No. 3 EXHIBIT A-5 Legal Description of District No. 4 EXHIBIT A-6 Legal Description of District No. 5 EXHIBIT A-7 Legal Description of District No. 6 EXHIBIT B-1 Project Area Boundary Map EXHIBIT B-2 District No. 1 Boundary Map EXHIBIT B-3 District Nos. 2-6 Boundary Map EXHIBIT B-4 District Nos. 1-6 Estimated Future Boundary Map EXHIBIT C Vicinity Map EXHIBIT D Infrastructure Preliminary Development Plan EXHIBIT E Financial Plan EXHIBIT F Intergovernmental Agreement 1 Packet Pg. 514 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1 I. INTRODUCTION A. Purpose and Intent. The Districts, which are intended to be independent units of local government separate and distinct from the City, are governed by this Service Plan. Except as may otherwise be provided for by State or local law or this Service Plan, the Districts’ activities are subject to review by the City only insofar as they may deviate in a material manner from the requirements of this Service Plan. The Districts are needed to provide Public Improvements to the Project for the benefit of property owners within the Districts and other local development and will result in enhanced benefits to existing and future business owners and/or residents of the City. The primary purpose of the Districts will be to finance the construction of these Public Improvements. The Districts are being organized under a multiple-district structure. As the Project is anticipated to be built over an extended period of time, this will allow for a phased absorption of the Project and corresponding Public Improvements. Additionally, such structure assures proper coordination of the powers and authorities of the independent Districts and avoids confusion regarding the separate, but coordinated, purposes of the Districts that could arise if separate service plans were used. Under such structure, District No. 6, as the service district, is responsible for managing the construction and operation of the facilities and improvements needed for the Project. District No. 1, District No. 2, District No. 3, District No. 4 and District No. 5, as the financing districts, are responsible for providing the funding and tax base needed to support the Financial Plan for capital improvements. The continued operation of District No. 6 as the service district which owns and operates the public facilities throughout the Project, and the continued operation of District No. 1, District No. 2, District No. 3, District No. 4 and District No. 5 as the financing districts that will generate the tax revenue sufficient to pay the costs of the capital improvements, creates several benefits. These benefits include, inter alia: (1) coordinated administration of construction and operation of Public Improvements, and delivery of those improvements in a timely manner; (2) maintenance of equitable mill levies and reasonable tax burdens on all areas of the Project through proper management of the financing and operation of the Public Improvements; and (3) assured compliance with state laws regarding taxation in a manner which permits the issuance of tax exempt Debt at the most favorable interest rates possible. Currently, development of the Project is anticipated to proceed in phases. Each phase will require the extension of public services and facilities. The multiple district structure will assure that the construction and operation of each phase is primarily administered by a single board of directors consistent with a long-term construction and operations program. Use of District No. 6 as the entity responsible for construction of each phase of the Public Improvements and for management of operations will facilitate a well-planned financing effort through all phases of construction and will assist in assuring coordinated extension of services. The multiple district structure will also help assure that Public Improvements will be provided when they are needed, and not sooner. Appropriate development agreements between District No. 6 and the Property Owners of the Project will allow the postponement of financing for improvements which may not be needed until well into the future, thereby helping property owners avoid the long-term carrying costs associated with financing improvements too early. This, in turn, 1 Packet Pg. 515 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 2 allows the full costs of Public Improvements to be allocated over the full build-out of the Project and helps avoid disproportionate cost burdens being imposed on the early phases of development. Allocation of the responsibility for paying Debt for Public Improvements and capital costs will be managed through development of a unified financing plan for those improvements and through development of an integrated operating plan for long-term operations and maintenance. Use of District No. 6 as the service district to manage these functions will help assure that the phasing of the Public Improvements will occur as logical and necessary as to conform to development plans approved by the City and will help maintain reasonably uniform mill levies and fee structures throughout the coordinated construction, installation, acquisition, financing and operation of Public Improvements throughout the Project. Intergovernmental agreements among the Districts will assure that the roles and responsibilities of each District are clear in this coordinated development and financing plan. B. Need for the Districts. There are currently no other governmental entities, including the City, located in the immediate vicinity of the Districts that, at this time, can financially undertake the planning, design, acquisition, construction, installation, relocation, redevelopment, and financing of the Public Improvements needed for the Project. Formation of the Districts is therefore necessary in order for the Public Improvements required for the Project to be provided in the most economic manner possible. C. Objective of the City Regarding Districts’ Service Plan. The City’s objective in approving the Service Plan for the Districts is to authorize the Districts to provide for the planning, design, acquisition, construction, installation, relocation and redevelopment of the Public Improvements from the proceeds of Debt to be issued by the Districts. The Districts project to issue a total of One Hundred and Eleven Million Dollars ($111,000,000). All Debt is projected to be repaid by the imposition of a Debt Service Mill Levy not to exceed Eighty (80) Mills minus the Overlay District Debt Service Mill Levy, which is in turn not to exceed Ten (10) Mills, subject to adjustment as set forth in the service plan of the Overlay District. The combined Debt Service Mill Levy, Operations and Maintenance Mill Levy and Overlay District Debt Service Mill Levy shall under no circumstances exceed the Maximum Mill Levy described in Section VI.C. In no event shall the Debt Service Mill Levy exceed the Maximum Mill Levy as described in Section VI.C. herein. The City shall, under no circumstances, be responsible for the Debts of the Districts and the City’s approval of this Service Plan shall in no way be interpreted as an agreement, whether tacit or otherwise, to be financially responsible for the Debts of the Districts or the construction of Public Improvements. This Service Plan is intended to establish a limited purpose for the Districts and explicit financial constraints that are not to be violated under any circumstances. The primary purpose is to provide for the Public Improvements associated with the Project and regional improvements as necessary. Ongoing operational and maintenance activities are allowed as addressed in this Service Plan to the extent that the Districts have sufficiently demonstrated that such operations and maintenance functions are in the best interest of the City and the existing and future taxpayers of the Districts. As further detailed in Section VI.C. herein, the aggregate of the 1 Packet Pg. 516 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 3 Debt Service Mill Levy, Operations and Maintenance Mill Levy and Overlay District Debt Service Mill Levy shall not exceed the Maximum Mill Levy. It is the intent of the Districts to dissolve upon payment or defeasance of all Debt incurred or upon a court determination that adequate provision has been made for the payment of all Debt. However, if the Districts have authorized operation and maintenance functions under this Service Plan, or if by agreement with the City it is desired that the Districts shall continue to exist, then the Districts shall not dissolve but shall retain the power necessary to impose and collect taxes or fees to pay for costs associated with said operations and maintenance functions and/or to perform agreements with the City. The Districts shall be authorized to finance the Public Improvements that can be funded from Debt to be repaid from tax revenues collected from a mill levy which shall not exceed the Maximum Mill Levy and which shall not exceed the Maximum Debt Authorization and Maximum Debt Maturity Term. II. DEFINITIONS In this Service Plan, the following terms which appear in a capitalized format herein shall have the meanings indicated below, unless the context hereof clearly requires otherwise: Approved Development Plan: means a development plan or other process established by the City (including but not limited to approval of a final plat or PUD by the City Council) for identifying, among other things, Public Improvements necessary for facilitating development of property within the Service Area as approved by the City pursuant to the City Code and as amended pursuant to the City Code from time to time. Binding Agreement: means the Binding Agreement Pertaining to Development of Interstate Highway 25 and Prospect Road Interchange, by and among the City and the Property Owner, among others. Board or Boards: means the Board of Directors of any of the Districts, or the boards of directors of all of the Districts, in the aggregate. Bond, Bonds or Debt: means bonds, notes or other multiple fiscal year financial obligations for the payment of which a District has promised to impose an ad valorem property tax mill levy, and other legally available revenue. Such terms do not include intergovernmental agreements pledging the collection and payment of property taxes in connection with a service district and taxing district(s) structure, if applicable, and other contracts through which a District procures or provides services or tangible property. Capital Pledge Agreement: means the Capital Pledge Agreement between the City and the Overlay District implementing the terms and provisions of the Binding Agreement. City: means the City of Fort Collins, Colorado. City Code: means the Code of the City of Fort Collins and any regulations, rules, or policies promulgated thereunder, as the same may be amended from time to time. 1 Packet Pg. 517 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 4 City Council: means the City Council of the City of Fort Collins, Colorado. Any provision in this Agreement requiring City Council approval shall be deemed to be exercised by City Council in its sole discretion. Debt Service Mill Levy: means the mill levy the Districts project to impose for payment of Debt as set forth in the Financial Plan and Section VI. below. District: means Rudolph Farms Metropolitan District No. 1, Rudolph Farms Metropolitan District No. 2, Rudolph Farms Metropolitan District No. 3, Rudolph Farms Metropolitan District No. 4, Rudolph Farms Metropolitan District No. 5 or Rudolph Farms Metropolitan District No. 6, individually. District No. 1: means Rudolph Farms Metropolitan District No. 1. District No. 2: means Rudolph Farms Metropolitan District No. 2. District No. 3: means Rudolph Farms Metropolitan District No. 3. District No. 4: means Rudolph Farms Metropolitan District No. 4. District No. 5: means Rudolph Farms Metropolitan District No. 5. District No. 6: means Rudolph Farms Metropolitan District No. 6. Districts: means Rudolph Farms Metropolitan District No. 1, Rudolph Farms Metropolitan District No. 2, Rudolph Farms Metropolitan District No. 3, Rudolph Farms Metropolitan District No. 4, Rudolph Farms Metropolitan District No. 5 and Rudolph Farms Metropolitan District No. 6, collectively. District Organization Date: means the date the order and decree issued by the Larimer County District Court as required by law for the District or Districts is recorded with the Larimer County Clerk and Recorder. External Financial Advisor: means a consultant that: (1) is qualified to advise Colorado governmental entities on matters relating to the issuance of securities by Colorado governmental entities including matters such as the pricing, sales and marketing of such securities and the procuring of bond ratings, credit enhancement and insurance in respect of such securities; (2) shall be an underwriter, investment banker, or individual listed as a public finance advisor in the Bond Buyer’s Municipal Market Place or, in the City’s sole discretion, other recognized publication as a provider of financial projections; and (3) is not an officer or employee of the Districts. Financial Plan: means the Financial Plan described in Section VI which is prepared by an External Financial Advisor in accordance with the requirements of the City Code and describes (a) how the Public Improvements are to be financed; (b) how the Debt is expected to be incurred; and (c) the estimated operating revenue derived from property taxes for the first budget year through the year in which all District Debt is expected to be defeased or paid in the ordinary course. In the event the Financial Plan is not prepared by an External Financial Advisor, the Financial Plan is accompanied by a letter of support from an External Financial Advisor. This Financial Plan is 1 Packet Pg. 518 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 5 intended to represent only one example of debt issuance and financing structure of the Districts, any variations or adjustments in the timing or implementation thereof shall not be interpreted as material modifications to this Service Plan. Infrastructure Preliminary Development Plan: means the Infrastructure Preliminary Development Plan as described in Section V.B. which includes: (a) a preliminary list of the Public Improvements to be developed by the Districts; (b) an estimate of the cost of the Public Improvements; and (c) the map or maps showing the approximate location(s) of the Public Improvements. The Districts’ implementation of this Infrastructure Preliminary Development Plan is subject to change conditioned upon various external factors including, but not limited to, site conditions, engineering requirements, City, county or state requirements, land use conditions, market conditions, and zoning limitations. Intergovernmental Agreement: means the intergovernmental agreement between the Districts and the City, a form of which is attached hereto as Exhibit F. The Intergovernmental Agreement may be amended from time to time by the applicable District and the City. Maximum Mill Levy: means the maximum mill levy each of the Districts is permitted to impose under this Service Plan for payment of Debt and administration, operations, and maintenance expenses as set forth in Section VI.C. below. Maximum Debt Authorization: means the total Debt the Districts are permitted to issue as set forth in Section V.A.5 and supported by the Financial Plan. Maximum Debt Maturity Term: means the maximum term for repayment in full of a specific District Debt issuance as set forth in Section VI.D. below. Operations and Maintenance Mill Levy: means the mill levy the Districts project to impose for payment of administration, operations, and maintenance costs as set forth in the Financial Plan and Section VI. below. Overlay District: means the I-25/Prospect Interchange Metropolitan District. Overlay District Debt Service Mill Levy: means the mill levy the Overlay District imposes under its service plan for payment of its debt. Project: means the development or property commonly referred to as the Rudolph Farms Site. Project Area Boundaries: means the boundaries of the area described in the Project Area Boundary Map and the legal description attached hereto as Exhibit A-1. Project Area Boundary Map: means the map attached hereto as Exhibit B-1, describing the overall property that incorporates the Project. Property Owner: means Land Acquisition and Management, LLC, a Colorado limited liability company, representing a group of tenants in common, its agents or assigns. 1 Packet Pg. 519 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 6 Public Improvements: means a part or all of the improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed as generally described in the Special District Act, except as specifically limited in Section V below to serve the future taxpayers and property owners of the Service Area as determined by the Board of the Districts. Service Area: means the property within the Project Area Boundary Map after such property has been included within the Districts. Service Plan: means this service plan for the Districts approved by the City Council. Service Plan Amendment: means an amendment to the Service Plan approved by the City Council in accordance with applicable state law and this Service Plan. Special District Act or “Act”: means Article 1 of Title 32 of the Colorado Revised Statutes, as amended from time to time. State: means the State of Colorado. Vicinity Map: means a map of the regional area surrounding the Project. III. BOUNDARIES The Project Area Boundaries includes approximately One Hundred Thirty Three (133) acres. A legal description of the Project Area Boundaries is attached as Exhibit A-1. The Project Area Boundaries are divided into six (6) separate and distinct Districts (District No. 1, District No. 2, District No. 3, District No. 4, District No. 5 and District No. 6), legal descriptions for which are attached hereto as Exhibits A-2, A-3, A-4, A-5, A-6 and A-7, respectively. A Project Area Boundary Map is attached hereto as Exhibit B-1, a map of District No. 1 is included as Exhibit B- 2, a map of District Nos. 2-6 is included as Exhibit B-3, and an estimated future boundary map of the Districts is included as Exhibit B-4. Finally, a Vicinity Map is attached hereto as Exhibit C. It is anticipated that the Districts’ Boundaries may change from time to time as they undergo inclusions and exclusions pursuant to Section 32-1-401, et seq., C.R.S., and Section 32-1-501, et seq., C.R.S., subject to the limitations set forth in Article V below. IV. PROPOSED LAND USE AND ASSESSED VALUATION The Service Area consists of approximately One Hundred Thirty Three (133) acres of planned mixed use land. The current assessed valuation of the Service Area is approximately One Hundred Fifty Thousand Dollars ($150,000) and, at build out, is expected to be approximately One Hundred and Ninety Four Million Dollars ($194,000,000). This amount is expected to be sufficient to reasonably discharge the Debt as demonstrated in the Financial Plan. Approval of this Service Plan by the City does not imply approval of the development of a specific area within the Districts, nor does it imply approval of the total site/floor area of commercial buildings or space which may be identified in this Service Plan or any of the exhibits attached thereto or any of the Public Improvements, unless the same is contained within an Approved Development Plan. 1 Packet Pg. 520 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 7 V. DESCRIPTION OF PROPOSED POWERS, IMPROVEMENTS AND SERVICES A. Powers of the Districts and Service Plan Amendment. The Districts shall have the power and authority to acquire, construct and install the Public Improvements within and without the boundaries of the Districts as such power and authority is described in the Special District Act, and other applicable statutes, common law and the State Constitution, subject to the limitations set forth herein. If, after the Service Plan is approved, the State Legislature includes additional powers or grants new or broader powers for Title 32 districts by amendment of the Special District Act or otherwise, any or all such powers shall be deemed to be a part hereof and available to or exercised by the Districts upon prior resolution approval of the City Council concerning the exercise of such powers. Such approval by the City Council shall not constitute a material modification of this Service Plan. 1. Operations and Maintenance. The purpose of the Districts is to plan for, design, acquire, construct, install, relocate, redevelop and finance the Public Improvements. The Districts shall dedicate the Public Improvements to the City or other appropriate jurisdiction or owners association in a manner consistent with the Approved Development Plan and applicable provisions of the City Code. Additionally, the Districts shall be authorized to operate and maintain any part or all of the Public Improvements until such time that the Districts dissolve. 2. Development Standards. The Districts will ensure that the Public Improvements are designed and constructed in accordance with the standards and specifications of the City and of other governmental entities having proper jurisdiction, as applicable. The Districts directly or indirectly through the Property Owners or any developer will obtain the City’s approval of civil engineering plans and will obtain applicable permits for construction and installation of Public Improvements prior to performing such work. Unless waived by the City, the Districts shall be required, in accordance with the City Code, to post a surety bond, letter of credit, or other approved development security for any Public Improvements to be constructed by the Districts. Such development security may be released when the Districts have obtained funds, through bond issuance or otherwise, adequate to insure the construction of the Public Improvements. Any limitation or requirement concerning the time within which the City must review the Districts’ proposal or application for an Approved Development Plan or other land use approval is hereby waived by the Districts. 3. Privately Placed Debt Limitation. Prior to the issuance of any privately placed Debt, a District shall obtain the certification of an External Financial Advisor substantially as follows: We are [I am] an External Financial Advisor within the meaning of the District’s Service Plan. We [I] certify that (1) the net effective interest rate (calculated as defined in Section 32-1-103(12), C.R.S.) to be borne by the District for the [insert the designation of the Debt] does not exceed a reasonable current [tax-exempt] [taxable] interest rate, using criteria 1 Packet Pg. 521 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 8 deemed appropriate by us [me] and based upon our [my] analysis of comparable high yield securities; and (2) the structure of [insert designation of the Debt], including maturities and early redemption provisions, is reasonable considering the financial circumstances of the District. 4. Inclusion and Exclusion Limitation. The Districts shall be entitled to include within their boundaries any property within the Project Area Boundaries without prior approval of the City Council. The Districts shall also be entitled to exclude from their boundaries any property within the Project Area Boundaries so far as, within a reasonable time thereafter, the property is included within the boundaries of another District, and upon compliance with the provisions of the Special District Act. All other inclusions or exclusions shall require the prior resolution approval of the City Council, and if approved, shall not constitute a material modification of this Service Plan. 5. Maximum Debt Authorization. The Districts anticipate approximately Ninety Million Three Hundred Thirty-One Thousand Five Hundred Eighty-Seven Dollars ($90,331,587) in project costs in 2018 dollars as set forth in Exhibit D, and anticipate issuing approximately One Hundred and Eleven Million Dollars ($111,000,000) (the “Maximum Debt Authorization”) in Debt to pay such costs as set forth in Exhibit E. The Districts shall not issue Debt in amounts in excess of the Maximum Debt Authorization. The Districts must seek prior resolution approval by the City Council to issue Debt in excess of the Maximum Debt Authorization to pay the actual costs of the Public Improvements set forth in Exhibit D plus inflation, contingencies and other unforeseen expenses associated with such Public Improvements. Such approval by the City Council shall not constitute a material modification of this Service Plan so long as increases are reasonably related to the Public Improvements set forth in Exhibit D and any Approved Development Plan. 6. Monies from Other Governmental Sources. The Districts shall not apply for or accept Conservation Trust Funds, Great Outdoors Colorado Funds, or other funds available from or through governmental or non-profit entities for which the City is eligible to apply for, except pursuant to an intergovernmental agreement with the City. This Section shall not apply to specific ownership taxes which shall be distributed to and a revenue source for the Districts without any limitation. 7. Consolidation Limitation. The Districts shall not file a request with any Court to consolidate with another Title 32 district without the prior resolution approval of the City Council, unless such consolidation is among the Districts themselves, which shall not require approval of the City Council. 8. Eminent Domain Limitation. The Districts shall not exercise their statutory power of eminent domain without first obtaining resolution approval from the City Council. This restriction on the Eminent Domain power by the Districts is being exercised voluntarily and shall not be interpreted in any way as a limitation on the Districts’ sovereign powers and shall not negatively affect the Districts status as political subdivisions of the State of Colorado as allowed by the Special District Act. 1 Packet Pg. 522 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 9 9. Service Plan Amendment Requirement. This Service Plan is general in nature and does not include specific detail in some instances because development plans have not been finalized. The Service Plan has been designed with sufficient flexibility to enable the Districts to provide required services and facilities under evolving circumstances without the need for numerous amendments. Modification of the general types of services and facilities making up the Public Improvements, and changes in proposed configurations, locations or dimensions of the Public Improvements shall be permitted to accommodate development needs consistent with the then-current Approved Development Plan(s) for the Project. The Districts shall be independent units of local government, separate and distinct from the City, and their activities are subject to review by the City only insofar as they may deviate in a material manner from the requirements of the Service Plan. Any action of a District which: (1) violates the limitations set forth in this Section V.A. or (2) violates the limitations set forth in Section VI. below, shall be deemed to be a material modification to this Service Plan unless otherwise agreed by the City as provided for in Section X of this Service Plan or unless otherwise expressly provided herein. All other departures from the provisions of this Service Plan shall be considered on a case-by-case basis as to whether such departures are a material modification, unless otherwise expressly provided herein. No District may amend this Service Plan in a manner which materially affects any other District, in such other District’s sole discretion, without such other District’s written consent. B. Infrastructure Preliminary Development Plan. The Districts shall have authority to provide for the planning, design, acquisition, construction, installation, relocation, redevelopment, maintenance, and financing of the Public Improvements within and without the boundaries of the Districts, to be more specifically defined in an Approved Development Plan. The Infrastructure Preliminary Development Plan, including: (1) a list of the Public Improvements to be developed by the Districts; (2) an estimate of the cost of the Public Improvements; and (3) maps showing the approximate locations of the Public Improvements is attached hereto as Exhibit D and is hereby deemed to constitute the preliminary engineering or architectural survey required by Section 32-1-202(2)(c), C.R.S. The maps contained in the Infrastructure Preliminary Development Plan are also available in size and scale approved by the City’s planning department. As shown in the Infrastructure Preliminary Development Plan, the estimated cost of the Public Improvements which may be planned for, designed, acquired, constructed, installed, relocated, redeveloped, maintained or financed by the Districts is approximately Ninety Million Three Hundred Thirty-One Thousand Five Hundred Eighty-Seven Dollars ($90,331,587). The Districts shall be permitted to allocate costs between such categories of the Public Improvements as deemed necessary in their discretion. All of the Public Improvements described herein will be designed in such a way as to assure that the Public Improvements standards will be consistent with or exceed the standards of the City and shall be in accordance with the requirements of the Approved Development Plan. All descriptions of the Public Improvements to be constructed, and their related costs, are estimates only and are subject to modification as engineering, development plans, economics, the City’s requirements, and construction scheduling may require. Upon approval of this Service Plan, the 1 Packet Pg. 523 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 10 Districts will continue to develop and refine the Infrastructure Preliminary Development Plan and prepare for issuance of Debt. All cost estimates will be inflated to then-current dollars at the time of the issuance of Debt and construction. All construction cost estimates contained in the Infrastructure Preliminary Development Plan assume construction to applicable local, State or Federal requirements. Changes in the Public Improvements, Infrastructure Preliminary Development Plan, or costs, which are approved by the City in an Approved Development Plan, shall not constitute a material modification of this Service Plan. Additionally, due to the preliminary nature of the Infrastructure Preliminary Development Plan, the City shall not be bound by the Infrastructure Preliminary Development Plan in reviewing and approving the Approved Development Plan and the Approved Development Plan shall supersede the Infrastructure Preliminary Development Plan. VI. FINANCIAL PLAN A. General. The Districts shall be authorized to provide for the planning, design, acquisition, construction, installation, relocation and/or redevelopment of the Public Improvements from their revenues and by and through the proceeds of Debt to be issued by the Districts, subject to the limitations contained herein. The Financial Plan for the Districts shall be to issue no more Debt than the Districts can reasonably pay within Thirty (30) years for each series of Debt from revenues derived from the Debt Service Mill Levy and other revenue sources authorized by law. The Financial Plan for the Districts projects the need for a Debt Service Mill Levy of no greater than Fifty (50) Mills. The Financial Plan further provides for the Districts’ administrative and operations and maintenance activities through the imposition of an Operations and Maintenance Mill Levy of no greater than Twenty (20) Mills. The total Debt that the Districts shall be permitted to issue shall not exceed the Maximum Debt Authorization; provided, however, that Debt issued to refund outstanding Debt of the Districts, including Debt issued to refund Debt owed to the Property Owners of the Project pursuant to a reimbursement agreement or other agreement, shall not count against the Maximum Debt Authorization so long as such refunding Debt does not result in a net present value increase. Subject to the limitations contained herein, District Debt shall be issued on a schedule and in such year or years as the Districts determine shall meet the needs of the Financial Plan referenced above and phased to serve the Project as it occurs. All Bonds and other Debt issued by the Districts may be payable from any and all legally available revenues of the Districts, including general ad valorem taxes to be imposed upon all taxable property within the Districts. The Districts may also rely upon various other revenue sources authorized by law. These will include the power to impose development fees, rates, tolls, penalties, or charges as provided in Section 32-1-1001(1), C.R.S., as amended from time to time. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to impose any fees, rates, tolls or charges for any purpose unless and until (a) the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with 1 Packet Pg. 524 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 11 this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. The Maximum Debt Authorization, Debt Service Mill Levy, Operations, Maintenance Mill Levy, and all other financial projections and estimates contained in this Service Plan are supported by the Financial Plan (Exhibit E) prepared by an External Financial Advisor, D.A. Davidson and Co. The Financial Plan is based on economic, political and industry conditions as they exist presently and reasonable projections and estimates of future conditions. These projections and estimates are not to be interpreted as the only method of implementation of the Districts’ goals and objectives but rather a representation of one feasible alternative. Other financial structures may be used so long as the Maximum Debt Authorization and Maximum Mill Levy are not exceeded. Notwithstanding the foregoing, D.A. Davidson and Co. shall not be considered a financial advisor or municipal advisor with regard to any Debt issuance by the Districts. B. Maximum Voted Interest Rate and Maximum Underwriting Discount. The interest rate on any Debt is expected to be the market rate at the time the Debt is issued. The maximum interest rate on any Debt is not permitted to exceed Twelve Percent (12%). The maximum underwriting discount will be Three Percent (3%). Debt, when issued, will comply with all relevant requirements of this Service Plan, State law and Federal law as then applicable to the issuance of public securities. C. Maximum Mill Levies. The Maximum Mill Levy shall be the maximum mill levy each District is permitted to impose upon the taxable property within its boundaries and shall be Eighty (80) Mills minus the Overlay District Debt Service Mill Levy. The combined Debt Service Mill Levy, Operations and Maintenance Mill Levy, Overlay District Debt Service Mill Levy and aggregate mill levy of any overlapping District shall under no circumstances exceed the Maximum Mill Levy. Allocation of the Debt Service Mill Levy and Operations and Maintenance Mill Levy shall be left to the sole discretion of the Board for each District. If, on or after January 1, 2018, there are changes in the method of calculating assessed valuation or any constitutionally mandated tax credit, cut or abatement, the preceding mill levy limitations may be increased or decreased to reflect such changes, with such increases or decreases to be determined by each Board in good faith (such determination to be binding and final), with administrative approval by the City, so that to the extent possible, the actual tax revenues generated by the applicable District’s mill levy, as adjusted for changes occurring after January 1, 2018, are neither diminished nor enhanced as a result of such changes. For purposes of the foregoing, a change in the ratio of actual valuation to assessed valuation will be a change in the method of calculating assessed valuation. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to impose any mill levy for any purpose unless and until (a) each of the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this 1 Packet Pg. 525 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 12 provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. D. Debt Issuance and Maturity. The scheduled final maturity of any Debt or series of Debt shall be limited to Thirty (30) years (the “Maximum Debt Maturity Term”). The Maximum Debt Maturity Term shall apply to refundings unless: (1) a majority of the Board members are residents of the District and have voted in favor of a refunding of a part or all of the Debt; or (2) such refunding will result in a net present value savings as set forth in Section 11-56-101 et seq., C.R.S. and are otherwise permitted by law. Unless otherwise approved by the City Council, the Districts shall be limited to issuing new Debt within a period of Twenty (20) years from the date of their first Debt authorization election. The Maximum Debt Maturity Term, as described in Section VI.D, shall be applicable to any new Debt issued within this Twenty (20) year period, otherwise, all Debts and financial obligations of the Districts must be defeased or paid in the ordinary course no later than Forty (40) years after the Service Plan approval date. Notwithstanding any provision to the contrary contained in this Service Plan, the District shall not be authorized to issue any Debt for any purpose unless and until (a) each of the Owners (as defined in the Binding Agreement) have recorded the PIF Covenant (as defined in the Binding Agreement) against each of their respective properties, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. Failure to comply with this provision shall constitute a material modification under this Service Plan and shall entitle the City to all remedies available at law and in equity. E. Security for Debt. The Districts do not have the authority and shall not pledge any revenue or property of the City as security for the indebtedness set forth in this Service Plan. Approval of this Service Plan shall not be construed as a guarantee by the City of payment of any of the Districts’ obligations; nor shall anything in the Service Plan be construed so as to create any responsibility or liability on the part of the City in the event of default by the Districts in the payment of any such obligation or performance of any other obligation. F. TABOR Compliance. The Districts will comply with the provisions of the Taxpayer’s Bill of Rights (“TABOR”), Article X, § 20 of the Colorado Constitution. In the discretion of the Board, a District may set up other qualifying entities to manage, fund, construct and operate facilities, services, and programs. To the extent allowed by law, any entity created by a District will remain under the control of the District’s Board. G. Districts’ Operating Costs. The estimated cost of acquiring land, engineering services, legal services and administrative services, together with the estimated costs of the Districts’ organization and initial 1 Packet Pg. 526 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 13 operations, are anticipated to be Two Hundred Thousand Dollars ($200,000), which will be eligible for reimbursement from Debt proceeds. In addition to the capital costs of the Public Improvements, the Districts will require operating funds for administration and to plan and cause the Public Improvements to be operated and maintained. The first year’s operating budget is estimated to be Fifty Thousand Dollars ($50,000). Ongoing administration, operations, and maintenance costs may be paid from property taxes and other revenues. H. Elections. The Districts will call an election on the questions of organizing the Districts, electing the initial Boards, and setting in place financial authorizations as required by TABOR. The elections will be conducted as required by law. VII. ANNUAL REPORT A. General. The Districts shall be responsible for submitting an annual report with the City’s clerk not later than September 1st of each year for the year ending the preceding December 31 following the year of the District Organization Date. The City may, in its sole discretion, waive this requirement in whole or in part. B. Reporting of Significant Events. Unless waived by the City, the annual report shall include the following: 1. A narrative summary of the progress of the Districts in implementing their service plan for the report year; 2. Except when exemption from audit has been granted for the report year under the Local Government Audit Law, the audited financial statements of the Districts for the report year including a statement of financial condition (i.e., balance sheet) as of December 31 of the report year and the statement of operations (i.e., revenues and expenditures) for the report year; 3. Unless disclosed within a separate schedule to the financial statements, a summary of the capital expenditures incurred by the Districts in development of Public Improvements in the report year; 4. Unless disclosed within a separate schedule to the financial statements, a summary of the financial obligations of the Districts at the end of the report year, including the amount of outstanding indebtedness, the amount and terms of any new District indebtedness or long-term obligations issued in the report year, the amount of payment or retirement of existing indebtedness of the Districts in the report year, the total assessed valuation of all taxable properties within the Districts as of January 1 of the report year and the current mill levy of the Districts pledged to Debt retirement in the report year; and 1 Packet Pg. 527 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 14 5. Any other information deemed relevant by the City Council or deemed reasonably necessary by the City’s manager and communicated in a timely manner to the Districts. In the event the annual report is not timely received by the City’s clerk or is not fully responsive, notice of such default may be given to the Board of such Districts, at its last known address. The failure of the Districts to file the annual report within Forty-Five (45) days of the mailing of such default notice by the City’s clerk may constitute a material modification, at the discretion of the City. VIII. DISSOLUTION Upon an independent determination of the City Council that the purposes for which the Districts were created have been accomplished, the Districts agree to file petitions in the appropriate District Court for dissolution, pursuant to the applicable State statutes. In no event shall dissolution occur until the Districts have provided for the payment or discharge of all of their outstanding indebtedness and other financial obligations as required pursuant to State statutes, including operation and maintenance activities. IX. PROPOSED AND EXISTING INTERGOVERNMENTAL AGREEMENTS AND EXTRATERRITORIAL SERVICE AGREEMENTS All intergovernmental agreements must be for purposes, facilities, services or agreements lawfully authorized to be provided by the Districts, pursuant to the State Constitution, Article XIV, Section 18(2)(a) and Sections 29-1-201, et seq., C.R.S. To the extent practicable, the Districts may enter into additional intergovernmental and private agreements to better ensure long-term provision of the Public Improvements identified herein or for other lawful purposes of the Districts. Agreements may also be executed with property owner associations and other service providers. The following agreement is likely to be necessary, and the rationale therefore is set forth as follows: District Facilities Construction and Service Agreement. The Districts anticipate entering into a District Facilities Construction and Service Agreement, commonly known as the “Master IGA”, wherein the Districts set forth the financing and administrative requirements of the Districts for the Project. Except for the Intergovernmental Agreement with the City, as set forth in Section XII below, no other agreements are required, or known at the time of formation of the Districts to likely be required, to fulfill the purposes of the Districts. Execution of intergovernmental agreements or agreements for extraterritorial services by the Districts that are not described in this Service Plan and which are likely to cause a substantial increase in the Districts’ budgets shall require the prior resolution approval of the City Council, which approval shall not constitute a material modification hereof. X. MATERIAL MODIFICATIONS 1 Packet Pg. 528 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 15 Material modifications to this Service Plan may be made only in accordance with Section 32-1-207, C.R.S. No modification shall be required for an action of the Districts which does not materially depart from the provisions of this Service Plan. Departures from the Service Plan that constitute a material modification include without limitation: 1. Actions or failures to act that create materially greater financial risk or burden to the taxpayers of the District; 2. Performance of a service or function or acquisition of a major facility that is not closely related to a service, function or facility authorized in the Service Plan; 3. Failure to perform a service or function or acquire a facility required by the Service Plan; 4. Failure by the Districts to execute the Intergovernmental Agreement as set forth in Article XI hereof; and 5. Failure to comply with the limitations set forth in Section V.A. or Section VI of this Service Plan. Actions that are not to be considered material modifications include without limitation changes in quantities of facilities or equipment, immaterial cost differences, and actions expressly authorized in the Service Plan. XI. SANCTIONS Should the District undertake any act without obtaining prior City Council resolution approval as required in this Service Plan or that constitutes a material modification to this Service Plan as provided herein or under the Special District Act, the City may impose one (1) or more of the following sanctions, as it deems appropriate: 1. Exercise any applicable remedy under the Act; 2. Withhold the issuance of any permit, authorization, acceptance or other administrative approval, or withhold any cooperation, necessary for the District’s development, construction or operation of improvements, or the provisions of services as contemplated in this Service Plan; 3. Exercise any legal remedy as provided in the Capital Pledge Agreement or in any other intergovernmental agreement with the City under which the District is in default; or 1 Packet Pg. 529 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1598.0003; 876591 16 4. Exercise any other legal remedy at law or in equity, including seeking specific performance, mandamus or injunctive relief against the District, to ensure the District’s compliance with this Service Plan and applicable law. XII. INTERGOVERNMENTAL AGREEMENT WITH CITY The Districts and the City shall enter into an Intergovernmental Agreement, a form of which is attached hereto as Exhibit F, provided that such Intergovernmental Agreement may be revised by the City and Districts to include such additional details and requirements therein as are deemed necessary by the City and such Districts in connection with the development of the Project and the financing of the Public Improvements. Each District shall approve the Intergovernmental Agreement at its first Board meeting after its organizational election. Failure by each of the Districts to execute the Intergovernmental Agreement as required herein shall constitute a material modification hereunder. The Intergovernmental Agreement may be amended from time to time by the Districts and the City, provided that any such amendments shall be in compliance with the provisions of this Service Plan. XIII. CONCLUSION It is submitted that this Service Plan for the Districts, as required by Section 32-1-203(2), establishes that: 1. There is sufficient existing and projected need for organized service in the area to be serviced by the Districts; 2. The existing service in the area to be served by the Districts is inadequate for present and projected needs; 3. The Districts are capable of providing economical and sufficient service to the area within their proposed boundaries; and 4. The area to be included in the Districts does have, and will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. XIV. RESOLUTION OF APPROVAL The Districts agree to incorporate the City Council’s resolution of approval, including any conditions on any such approval, into the Service Plan presented to the District Court for and in Larimer County, Colorado. 1 Packet Pg. 530 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-1 Rudolph Farms Metropolitan District Nos. 1-6 Legal Description of Project Area Boundaries 1 Packet Pg. 531 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-1 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT PROJECT AREA BOUNDARY Tracts of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearings contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 45.00 feet to a point on the East right-of-way line of the Southeast Frontage Road of Interstate Highway 25, said point being POINT OF BEGINNING 1; thence continuing along the North line of the Southwest Quarter of Section 15, South 89° 38' 43" East, 2598.20 feet to the Center Corner of said Section15; thence along the North-South Section line of Section 15, South 00° 05' 39" West, 1331.29 feet to the Center-South Sixteenth Corner of Section 15, also being a point on the North line of that Parcel of land as described at Reception No. 99062749, Larimer County Clerk and Recorder; thence along the North and West lines of said Parcel the following 2 courses and distances: North 89° 49' 50" West, 637.70 feet; thence, South 00° 00' 36" West, 804.25 feet to a point on the North line of that parcel of land described at Book 1531 Page 759, Larimer County Clerk and Recorder; thence along said North line the following 5 courses and distances: thence, North 54° 58' 16" West, 474.72 feet; thence, North 76° 19' 16" West, 163.85 feet; thence, North 84° 59' 16" West, 548.82 feet; thence, North 67° 52' 16" West, 88.12 feet; thence, North 54° 48' 16" West, 949.54 feet to the Easterly right-of-way line of the Southeast Frontage Road of Interstate Highway 25; thence along said Easterly right-of-way line the following 2 courses and distances: North 00° 11' 39" East, 1151.18 feet; thence, North 09° 26' 43" West, 59.72 feet to POINT OF BEGINNING 1, containing 4,203,912 square feet or 96.51 acres, more or less. AND Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 2,643.20 feet; thence, South 00° 05’ 39” West, 1331.29 feet; thence, North 89° 49’ 50” West, 637.70 feet; thence, South 00° 00’ 36” West, 804.25 feet; thence, South 00° 00’ 36” West, 61.05 feet to POINT OF BEGINNING 2; thence, South 00° 00' 36" West, 438.93 feet to a point on the North right-of-way line of East Prospect Road; thence, South 00° 00' 36" West, 30.00 feet to a point on the South line of the Southwest Quarter of Section 15; thence along said South line, North 89° 59' 24" West, 1181.93 feet; Page 1 of 2 1 Packet Pg. 532 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) thence, North 00° 00' 36" East, 30.25 feet to a point on the North right-of-way line of East Prospect Road, said point also being on the Easterly right-of-way line of the Southeast Frontage Road of Interstate Highway 25; thence along said Easterly right-of-way line the following 7 courses and distances: North 65° 50' 44" West, 112.37 feet; thence, South 89° 54' 52" West, 299.87 feet; thence, North 57° 21' 33" West, 106.29 feet; thence, North 26° 23' 32" West, 458.81 feet; thence, North 11° 18' 02" West, 200.00 feet; thence, North 03° 14' 53" West, 294.32 feet; thence, North 00° 10' 38" East, 360.36 feet to a point on the South line of that parcel of land described at Book 1531 Page 759, Larimer County Clerk and Recorder; thence along said South line the following 5 courses and distances: South 54° 48' 16" East, 895.99 feet; thence, South 67° 52' 16" East, 101.38 feet; thence, South 84° 59' 16" East, 552.56 feet; thence South 76° 19' 16" East, 150.63 feet; thence, South 54° 58' 16" East, 500.33 feet to POINT OF BEGINNING 2, containing 1,580,513 square feet or 36.28 acres, more or less. The above described Tracts of land contains 5,784,425 square feet or 132.79 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_Overall Boundary.docx Page 2 of 2 1 Packet Pg. 533 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-2 Rudolph Farms Metropolitan District No. 1 Legal Description 1 Packet Pg. 534 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-2 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT 1 Tracts of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearing contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 2,643.20 feet; thence, South 00° 05’ 39” West, 1331.29 feet; thence, North 89° 49’ 50” West, 637.70 feet; thence, South 00° 00’ 36” West, 804.25 feet; thence, South 00° 00’ 36” West, 61.05 feet to POINT OF BEGINNING 1; thence, South 00° 00' 36" West, 468.93 feet; thence, North 89° 59' 24" West, 1181.93 feet; thence, North 00° 00' 36" East, 30.25 feet; thence, North 65° 50' 44" West, 112.37 feet; thence, South 89° 54' 52" West, 299.87 feet; thence, North 57° 21' 33" West, 106.29 feet; thence, North 26° 23' 32" West, 458.81 feet; thence, North 11° 18' 02" West, 200.00 feet; thence North 03° 14' 53" West, 294.32 feet; thence, North 00° 10' 38" East, 360.36 feet; thence, South 54° 48' 16" East, 895.99 feet; thence, South 67° 52' 16" East, 101.38 feet; thence, South 84° 59' 16" East, 552.56 feet; thence, South 76° 19' 16" East, 150.64 feet; thence, South 54° 58' 16" East, 500.33 feet to POINT OF BEGINNING 1, containing 1,580,513 square feet or 36.28 acres, more or less. AND Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 75.00 feet to POINT OF BEGINNING 2; thence, South 89° 38' 43" East, 208.71 feet; thence, South 00° 21' 17" West, 208.71 feet; thence North 89° 38' 43" West, 208.71 feet; thence, North 00° 21' 17" East, 208.71 feet to the POINT OF BEGINNING 2, containing 43,560 square feet or 1.00 acres, more or less. The above described Tracts of land contains 1,624,073 square feet or 37.28 acres more or less and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_District 1.docx Page 1 of 1 1 Packet Pg. 535 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-3 Rudolph Farms Metropolitan District No. 2 Legal Description 1 Packet Pg. 536 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-3 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT 2 A Tract of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearing contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 75.00 feet to the POINT OF BEGINNING; thence, South 89° 38' 43" East, 208.71 feet; thence, South 00° 21' 17" West, 208.71 feet; thence North 89° 38' 43" West, 208.71 feet; thence, North 00° 21' 17" East, 208.71 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.00 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_District 2.docx Page 1 of 1 1 Packet Pg. 537 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-4 Rudolph Farms Metropolitan District No. 3 Legal Description 1 Packet Pg. 538 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-4 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT 3 A Tract of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearing contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 75.00 feet to the POINT OF BEGINNING; thence, South 89° 38' 43" East, 208.71 feet; thence, South 00° 21' 17" West, 208.71 feet; thence North 89° 38' 43" West, 208.71 feet; thence, North 00° 21' 17" East, 208.71 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.00 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_District 3.docx Page 1 of 1 1 Packet Pg. 539 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-5 Rudolph Farms Metropolitan District No. 4 Legal Description 1 Packet Pg. 540 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-5 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT 4 A Tract of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearing contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 75.00 feet to the POINT OF BEGINNING; thence, South 89° 38' 43" East, 208.71 feet; thence, South 00° 21' 17" West, 208.71 feet; thence North 89° 38' 43" West, 208.71 feet; thence, North 00° 21' 17" East, 208.71 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.00 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_District 4.docx Page 1 of 1 1 Packet Pg. 541 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-6 Rudolph Farms Metropolitan District No. 5 Legal Description 1 Packet Pg. 542 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-6 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT 5 A Tract of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearing contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 75.00 feet to the POINT OF BEGINNING; thence, South 89° 38' 43" East, 208.71 feet; thence, South 00° 21' 17" West, 208.71 feet; thence North 89° 38' 43" West, 208.71 feet; thence, North 00° 21' 17" East, 208.71 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.00 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_District 5.docx Page 1 of 1 1 Packet Pg. 543 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A-7 Rudolph Farms Metropolitan District No. 6 Legal Description 1 Packet Pg. 544 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) FORT COLLINS: 301 North Howes Street, Suite 100, 80521 | 970.221.4158 GREELEY: 820 8th Street, 80631 | 970.395.9880 | WEB: www.northernengineering.com Exhibit A-7 DESCRIPTION: RUDOLPH FARMS METROPOLITAN DISTRICT 6 A Tract of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, being more particularly described as follows: Considering the North line of the Southwest Quarter of said Section 15 as bearing South 89° 38’ 43” East, and with all bearing contained herein relative thereto: Commencing at the West Quarter Corner of said Section 15; thence along the North line of the Southwest Quarter, South 89° 38’ 43” East, 75.00 feet to the POINT OF BEGINNING; thence, South 89° 38' 43" East, 208.71 feet; thence, South 00° 21' 17" West, 208.71 feet; thence North 89° 38' 43" West, 208.71 feet; thence, North 00° 21' 17" East, 208.71 feet to the POINT OF BEGINNING. The above described Tract of land contains 43,560 square feet or 1.00 acres, more or less, and is subject to all easements and rights-of-way now on record or existing. January 31, 2018 LMS S:\Survey Jobs\1489-001\Dwg\Exhibits\Exhibit A - Legals\1489-001_District 6.docx Page 1 of 1 1 Packet Pg. 545 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT B-1 Rudolph Farms Metropolitan District Nos. 1-6 Project Area Boundary Map 1 Packet Pg. 546 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) OVERALL DISTRICT BOUNDARY MAP 1,580,513 sq.ft. 36.28 ac OVERALL DISTRICT BOUNDARY MAP 4,203,912 sq.ft. 96.51 ac SOUTHWEST CORNER SECTION 15-T7N-R68W CENTER-SOUTH SIXTEENTH CORNER SECTION 15-T7N-R68W CENTER CORNER SECTION 15-T7N-R68W WEST QUARTER CORNER SECTION 15-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W SOUTH QUARTER CORNER SECTION 15-T7N-R68W PROSPECT ROAD INTERSTATE 25 ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 PROJECT AREA BOUNDARY MAP B-1 RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com 1" = 400' 1 Packet Pg. 547 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT B-2 Rudolph Farms Metropolitan District No. 1 Map 1 Packet Pg. 548 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) PROSPECT ROAD CENTER-SOUTH SIXTEENTH CORNER SECTION 15-T7N-R68W CENTER CORNER SECTION 15-T7N-R68W WEST QUARTER CORNER SECTION 15-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W DISTRICT 1 43,560 sq.ft. 1.00 ac SOUTHWEST CORNER SECTION 15-T7N-R68W SOUTH QUARTER CORNER SECTION 15-T7N-R68W INTERSTATE 25 DISTRICT 1 1,580,513 sq.ft. 36.28 ac RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com DISTRICT 1 AREA BOUNDARY MAP 1" = 400' B-2 ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 1 Packet Pg. 549 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT B-3 Rudolph Farms Metropolitan District Nos. 2-6 Map 1 Packet Pg. 550 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) PROSPECT ROAD CENTER-SOUTH SIXTEENTH CORNER SECTION 15-T7N-R68W CENTER CORNER SECTION 15-T7N-R68W WEST QUARTER CORNER SECTION 15-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W DISTRICTS 2-6 43,560 sq.ft. 1.00 ac SOUTHWEST CORNER SECTION 15-T7N-R68W SOUTH QUARTER CORNER SECTION 15-T7N-R68W INTERSTATE 25 RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com DISTRICTS 2-6 AREA BOUNDARY MAP 1" = 400' B-3 ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 1 Packet Pg. 551 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT B-4 Rudolph Farms Metropolitan District Nos. 1-6 Estimated Future Boundary Map 1 Packet Pg. 552 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) PROSPECT ROAD CENTER-SOUTH SIXTEENTH CORNER SECTION 15-T7N-R68W CENTER CORNER SECTION 15-T7N-R68W WEST QUARTER CORNER SECTION 15-T7N-R68W SOUTH SIXTEENTH CORNER WITNESS CORNER SECTION 15-T7N-R68W DISTRICT 1 FUTURE DISTRICT 3 FUTURE DISTRICT 2 FUTURE DISTRICT 4 FUTURE DISTRICT 5 DISTRICTS 1-6 SOUTHWEST CORNER SECTION 15-T7N-R68W SOUTH QUARTER CORNER SECTION 15-T7N-R68W INTERSTATE 25 RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com 1" = 400' B-4 DISTRICT 1 ESTIMATED DISTRICT 2 ESTIMATED DISTRICT 3 ESTIMATED DISTRICT 4 ESTIMATED DISTRICT 5 FUTURE FUTURE FUTURE FUTURE DISTRICTS 1-6 ESTIMATED DISTRICTS 1-6 BOUNDARY MAP ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 1 EXHIBIT C Rudolph Farms Metropolitan District Nos. 1-6 Vicinity Map 1 Packet Pg. 554 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) PROSPECT ROAD INTERSTATE 25 PROSPECT ROAD SUMMIT VIEW DR. GREENFIELD CT. BOXELDER DR. CARRIAGE PKWY KITCHELL WAY PROPOSED RUDOLPH FARMS METROPOLITAN DISTRICT RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com VICINITY MAP 1" = 1000' C ( IN FEET ) 1 inch = ft. 1000 0 1000 Feet 1000 1 Packet Pg. 555 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT D Rudolph Farms Metropolitan District Nos. 1-6 Infrastructure Preliminary Development Plan 1 Packet Pg. 556 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Public Improvements Unit Cost Extended Cost I. Grading/Miscellaneous Mobilization / General Conditions 1 LS $3,519,000.00 $ 3,519,000.00 Clearing and Grubbing and Topsoil Stripping 133 Ac $11,900.00 $ 1,580,201.00 Earthwork (cut/fill/place) 214,235 CY $6.00 $ 1,285,410.00 Import Fill Dirt 500,000 CY $10.00 $ 5,000,000.00 Erosion Control / Traffic Control 1 LS $5,027,000.00 $ 5,027,000.00 Subtotal $ 16,411,611.00 II. Roadway Improvements Parking Lots - SY $70.00 $ - Access Road (24' Section) - LF $205.00 $ - Local Residential Street (51' Section) 6,322 LF $273.00 $ 1,725,906.00 Local Industrial Street (66' Section) 6,810 LF $321.00 $ 2,186,010.00 Local Commercial Street (72' Section) - LF $336.00 $ - Minor Collector Street (76' Section) 2,746 LF $431.00 $ 1,183,526.00 Roundabout 1 EA $2,500,000.00 $ 2,500,000.00 Box Culvert Bridge 3 EA $1,000,000.00 $ 3,000,000.00 Prospect Road Widening (Half 4-Lane Arterial) 2,220 LF $637.00 $ 1,414,140.00 Frontage Road Reconstruct (2-Lane Arterial 84' Section) 3,240 LF $666.00 $ 2,157,840.00 Traffic Signal Improvements 1 EA $500,000.00 $ 500,000.00 Street Lighting 1 LS $587,000.00 $ 587,000.00 Signing and Striping 1 LS $441,000.00 $ 441,000.00 Subtotal $ 15,695,422.00 III. Potable Waterline Improvements 8" Waterline 12,851 LF $90.00 $ 1,156,590.00 10" Waterline - LF $100.00 $ - 12" Waterline 8,442 LF $112.00 $ 945,504.00 Utility Borings 300 LF $1,900.00 $ 570,000.00 Raw Water Requirements 177 AC-FT $41,428.00 $ 7,316,185.00 Off-Site Waterline Reimbursement to ELCO 1 LS $750,000.00 $ 750,000.00 Subtotal $ 10,738,279.00 IV. Sanitary Sewer and Subdrain Improvements 8" Sanitary Sewer 11,423 LF $109.00 $ 1,245,107.00 10" Sanitary Sewer - LF $114.00 $ - 12" Sanitary Sewer 7,867 LF $124.00 $ 975,508.00 27" Sanitary Sewer - LF $197.00 $ - 8" Subdrain 15,751 LF $75.00 $ 1,181,325.00 Subdrain Connection Fee - LS $43,000.00 $ - Sanitary Sewer Repayment 275 TAP $1,898.00 $ 521,950.00 Subtotal $ 3,923,890.00 V. Storm Drainage Improvements 24" RCP Storm Sewer - LF $191.00 $ - 24" CMP Storm Sewer - LF $163.00 $ - 36" RCP Storm Sewer 14,071 LF $222.00 $ 3,123,762.00 48" RCP Storm Sewer - LF $324.00 $ - Outlet Structure 5 EA $10,000.00 $ 50,000.00 Water Quality 122,013 CF $6.00 $ 732,080.00 Subtotal $ 3,905,842.00 SUMMARY ESTIMATE OF PRELIMINARY DISTRICT EXPENDITURES January 31, 2018 PUBLIC IMPROVEMENT COSTS FOR RUDOLPH FARMS METROPOLITAN DISTRICTS 1-6 Quantity COMBINED AREA - 132.79 ACRES Page 1 of 2 1 Packet Pg. 557 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Public Improvements Unit Cost Extended Cost SUMMARY ESTIMATE OF PRELIMINARY DISTRICT EXPENDITURES January 31, 2018 PUBLIC IMPROVEMENT COSTS FOR RUDOLPH FARMS METROPOLITAN DISTRICTS 1-6 Quantity COMBINED AREA - 132.79 ACRES VI. Non-Potable Irrigation Improvements 6" Non-Potable Waterline 18,867 LF $56.00 $ 1,056,552.00 Non-Potable Waterline Pumphouse 1 LS $450,000.00 $ 450,000.00 Non-Potable Pond and Delivery Improvements 1 LS $250,000.00 $ 250,000.00 Flood Irrigation System and Appurtences - LS $0.00 $ - Well Head Replacement - EA $27,500.00 $ - Raw Water Requirements 57 AC-FT $41,428.00 $ 2,345,654.00 Subtotal $ 4,102,206.00 VII. Open Space, Parks and Trails Structural Demolition - LS $0.00 $ - Natural Area Open Space 8 AC $108,900.00 $ 914,760.00 Landscaped Open Space 6 AC $239,580.00 $ 1,533,312.00 Regional Trails 7,550 LF $160.00 $ 1,208,000.00 Monument Signs 3 EA $75,000.00 $ 225,000.00 Pocket Park and Park Amenities 1 EA $150,000.00 $ 150,000.00 Open Space Acquisition - AC $20,000.00 $ - Subtotal $ 4,031,072.00 VIII. Admin. / Design / Permitting / Etc. Engineering / Surveying 1 LS $5,881,000.00 $ 5,881,000.00 Construction Management / Inspection / Testing 1 LS $8,822,000.00 $ 8,822,000.00 Admin. / Planning / Permitting 1 LS $1,765,000.00 $ 1,765,000.00 Subtotal $ 16,468,000.00 Infrastructure Subtotal $ 75,276,322.00 Contingency (20%) $ 15,055,265.00 Total Cost $ 90,331,587.00 Page 2 of 2 1 Packet Pg. 558 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) INTERSTATE 25 PROSPECT ROAD BRIDGE BRIDGE BRIDGE ROUNDABOUT RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com STREET MAP D LEGEND: 1" = 400' STREETS OWNED AND MAINTAINED BY THE CITY OF FORT COLLINS 1 2 4-LANE ARTERIAL STREET LOCAL STREET NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. FIGURE 1 OF 6 ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 COLLECTOR STREET INDUSTRIAL LOCAL STREET 2-LANE ARTERIAL STREET 1 Packet Pg. 559 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) W W W W W W W W W W W W W W W W W W W W W W W W W W 12" WATER 8" WATER INTERSTATE 25 PROSPECT ROAD W W W W W W W W W W W W W W W 12" WATER LINE BORE W RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com POTABLE WATER MAP 1" = 400' D WATER LINE - 12 INCH PVC. SS SD SS SS SS SS SS SS SD SD SD SD SD SD SD SS SD SS SD SS SS SD SD SS SS SD 12" SANITARY SEWER 8" SANITARY SEWER INTERSTATE 25 PROSPECT ROAD SS SD SS SS SD SD SS SD SS SD SS SD SS SD SS SS SS S D SD SD SS SS SD SD SS SS SD SD 8" SUBDRAIN TIE TO BOXELDER SANITATION SS SS ST ST ST ST ST ST INTERSTATE 25 PROSPECT ROAD 36" STORM DRAIN RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com STORM DRAINAGE MAP 1" = 400' D ALL STORM DRAINS WITHIN RIGHT-OF-WAY TO BE OWNED AND MAINTAINED BY CITY OF FORT COLLINS. ALL STORM DRAINS OUTSIDE OF RIGHT-OF-WAY TO BE OWNED AND MAINTAINED BY METRO DISTRICT. FIGURE 4 OF 6 DETENTION AREA NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 DIRECTION OF CONVEYANCE 36" RCP STORM DRAIN LINE ST LEGEND: 1 Packet Pg. 562 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR IRR INTERSTATE 25 PROSPECT ROAD 8" NON-POTABLE IRRIGATION IRRIGATION POND NON-POTABLE IRRIGATION LINE - ALL LINES ARE 8" PVC. NON-POTABLE IRRIGATION MAP 1" = 400' D LEGEND: RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com IRR FIGURE 5 OF 6 INTERSTATE 25 PROSPECT ROAD CONNECTIVITY LANDSCAPING w/ TRAILS NATURAL AREA OPEN SPACE STREETS w/ TREE LAWN AREAS RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com OPEN SPACE, PARKS, & TRAILS MAP 1" = 400' D FIGURE 6 OF 6 LEGEND: ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. PARK AREA 1 Packet Pg. 564 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT E Rudolph Farms Metropolitan District Nos. 1-6 Financial Plan 1 Packet Pg. 565 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Series 2023 Series 2028 Series 2036 TOTAL Percent of Total Sources Par $ 42,405,000 $ 34,930,000 $ 104,865,000 $ 182,200,000 95% Funds on Hand $ ‐ $ 9,711,458 $ 9,711,458 5% TOTAL: $ 42,405,000 $ 34,930,000 $ 114,576,458 $ 191,911,458 Uses Project Fund $ 31,012,692 $ 25,198,900 $ 34,005,811 $ 90,217,403 47% Refunding Proceeds $ 74,710,000 $ 74,710,000 39% Capitalized Interest $ 6,360,750 $ 5,239,500 $ 371,397 $ 11,971,647 6% Reserve Fund $ 3,883,458 $ 3,493,000 $ 4,764,925 $ 12,141,383 6% Costs of Issuance $ 1,148,100 $ 998,600 $ 724,325 $ 2,871,025 1% TOTAL: $ 42,405,000 $ 34,930,000 $ 114,576,458 $ 191,911,458 Combined Sources and Uses: Rudolph Farms Metropolitan Districts 1 1 Packet Pg. 566 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) RUDOLPH FAMRS METROPOLITAN DISTRICT Nos. 1-6 (Residential & Commercial) 1 Development Projection at 50.000 (target) Residential Mills +50.000 (target) Commercial Mills for Debt Service (SERVICE PLAN) -- 01/30/2018 2050 Series 2036, G.O. Bonds, Pay & Cancel Refg of (proposed) Series 2023 & Series 2028 + New Money, Assumes Investment Grade, 100x, 30-yr. Maturity 2049 Total District District District Total District District District Assessed D/S Mill Levy* D/S Mill Levy S.O. Taxes Assessed D/S Mill Levy* D/S Mill Levy S.O. Taxes Total Value [50.000 Target] Collections Collected Value [50.000 Target] Collections Collected Available YEAR (Residential) [50.000 Cap] @ 98% @ 6% (Commercial) [50.000 Cap] @ 98% @ 6% Revenue 2017 2018 $0 2019 $0 50.000 0 0 $0 50.000 0 0 0 2020 0 50.000 0 0 0 50.000 0 0 0 2021 0 50.000 0 0 0 50.000 0 0 0 2022 0 50.000 0 0 0 50.000 0 0 0 2023 0 50.000 0 0 543,533 50.000 26,633 1,598 28,231 2024 0 50.000 0 0 6,836,303 50.000 334,979 20,099 355,078 2025 348,000 50.000 17,052 1,023 16,922,451 50.000 829,200 49,752 897,027 2026 973,004 50.000 47,677 2,861 24,174,486 50.000 1,184,550 71,073 1,306,161 2027 973,004 50.000 47,677 2,861 34,685,688 50.000 1,699,599 101,976 1,852,112 2028 1,031,385 50.000 50,538 3,032 42,647,778 50.000 2,089,741 125,384 2,268,696 2029 1,031,385 50.000 50,538 3,032 46,968,639 50.000 2,301,463 138,088 2,493,121 2030 1,093,268 50.000 53,570 3,214 54,172,341 50.000 2,654,445 159,267 2,870,496 2031 1,093,268 50.000 53,570 3,214 58,667,764 50.000 2,874,720 172,483 3,103,988 2032 1,158,864 50.000 56,784 3,407 66,751,468 50.000 3,270,822 196,249 3,527,263 2033 1,158,864 50.000 56,784 3,407 71,066,956 50.000 3,482,281 208,937 3,751,409 2034 1,228,396 50.000 60,191 3,611 75,330,973 50.000 3,691,218 221,473 3,976,494 2035 1,228,396 50.000 60,191 3,611 75,330,973 50.000 3,691,218 221,473 3,976,494 2036 1,302,099 50.000 63,803 3,828 79,850,832 50.000 3,912,691 234,761 4,215,083 2037 1,302,099 50.000 63,803 3,828 79,850,832 50.000 3,912,691 234,761 4,215,083 2038 1,380,225 50.000 67,631 4,058 84,641,882 50.000 4,147,452 248,847 4,467,988 2039 1,380,225 50.000 67,631 4,058 84,641,882 50.000 4,147,452 248,847 4,467,988 2040 1,463,039 50.000 71,689 4,301 89,720,395 50.000 4,396,299 263,778 4,736,068 2041 1,463,039 50.000 71,689 4,301 89,720,395 50.000 4,396,299 263,778 4,736,068 2042 1,550,821 50.000 75,990 4,559 95,103,618 50.000 4,660,077 279,605 5,020,232 2043 1,550,821 50.000 75,990 4,559 95,103,618 50.000 4,660,077 279,605 5,020,232 2044 1,643,870 50.000 80,550 4,833 100,809,835 50.000 4,939,682 296,381 5,321,445 2045 1,643,870 50.000 80,550 4,833 100,809,835 50.000 4,939,682 296,381 5,321,445 2046 1,742,503 50.000 85,383 5,123 106,858,426 50.000 5,236,063 314,164 5,640,732 2047 1,742,503 50.000 85,383 5,123 106,858,426 50.000 5,236,063 314,164 5,640,732 2048 1,847,053 50.000 90,506 5,430 113,269,931 50.000 5,550,227 333,014 5,979,176 2049 1,847,053 50.000 90,506 5,430 113,269,931 50.000 5,550,227 333,014 5,979,176 2050 1,957,876 50.000 95,936 5,756 120,066,127 50.000 5,883,240 352,994 6,337,927 2051 1,957,876 50.000 95,936 5,756 120,066,127 50.000 5,883,240 352,994 6,337,927 2052 2,075,348 50.000 101,692 6,102 127,270,095 50.000 6,236,235 374,174 6,718,202 2053 2,075,348 50.000 101,692 6,102 127,270,095 50.000 6,236,235 374,174 6,718,202 2054 2,199,869 50.000 107,794 6,468 134,906,300 50.000 6,610,409 396,625 7,121,294 2055 2,199,869 50.000 107,794 6,468 134,906,300 50.000 6,610,409 396,625 7,121,294 2056 2,331,861 50.000 114,261 6,856 143,000,678 50.000 7,007,033 420,422 7,548,572 2057 2,331,861 50.000 114,261 6,856 143,000,678 50.000 7,007,033 420,422 7,548,572 2058 2,471,773 50.000 121,117 7,267 151,580,719 50.000 7,427,455 445,647 8,001,486 2059 2,471,773 50.000 121,117 7,267 151,580,719 50.000 7,427,455 445,647 8,001,486 2060 2,620,080 50.000 128,384 7,703 160,675,562 50.000 7,873,103 472,386 8,481,576 2061 2,620,080 50.000 128,384 7,703 160,675,562 50.000 7,873,103 472,386 8,481,576 2062 2,777,284 50.000 136,087 8,165 170,316,096 50.000 8,345,489 500,729 8,990,470 2063 2,777,284 50.000 136,087 8,165 170,316,096 50.000 8,345,489 500,729 8,990,470 2064 2,943,921 50.000 144,252 8,655 180,535,062 50.000 8,846,218 530,773 9,529,898 2065 2,943,921 50.000 144,252 8,655 180,535,062 50.000 8,846,218 530,773 9,529,898 2066 3,120,557 50.000 152,907 9,174 191,367,165 50.000 9,376,991 562,619 10,101,692 1 2050 2049 YEAR 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 2044 2045 2046 2047 2048 2049 2050 2051 2052 2053 2054 2055 2056 2057 2058 2059 2060 2061 2062 2063 2064 2065 2066 RUDOLPH FAMRS METROPOLITAN DISTRICT Nos. 1-6 (Residential & Commercial) Development Projection at 50.000 (target) Residential Mills +50.000 (target) Commercial Mills for Debt Service (SERVICE PLAN) -- 01/30/2018 Series 2036, G.O. Bonds, Pay & Cancel Refg of (proposed) Series 2023 & Series 2028 + New Money, Assumes Investment Grade, 100x, 30-yr. Maturity Ser. 2023 Ser. 2028 Ser. 2036 $42,405,000 Par $34,930,000 Par $104,865,000 Par Surplus Cov. of Net DS: Cov. of Net DS: [Net $31.013 MM] [Net $25.199 MM] [Net $34.006 MM] Total Annual Release @ Cumulative @ Res'l Target @ Res'l Cap RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential) 1 Development Projection at 50.000 (target) District Mills for Debt Service -- 01/30/2018 2050 Assessed Value Summary 2049 < < < < < < < < Residential > > > > > > > > < Platted/Developed Lots > < < < < < < < < < < Commercial > > > > > > > > > > Mkt Value As'ed Value As'ed Value Mkt Value As'ed Value Biennial @ 7.20% @ 29.00% Biennial @ 29.00% Total Total Reasses'mt Cumulative of Market Cumulative of Market Total Comm'l Reasses'mt Cumulative of Market Assessed YEAR Res'l Units @ 6.0% Market Value (2-yr lag) Market Value (2-yr lag) Sq. Ft. @ 6.0% Market Value (2-yr lag) Value 2017 0 0 0 0 0 2018 0 0 0 0 0 0 0 2019 0 0 0 0 0 0 0 0 $0 2020 0 0 0 0 0 0 0 0 0 0 0 2021 0 0 0 0 0 0 0 0 0 2022 0 0 0 0 0 0 0 0 0 0 0 2023 0 0 0 1,200,000 0 0 0 0 0 2024 60 0 13,513,949 0 0 0 0 0 0 0 0 2025 0 13,513,949 0 0 348,000 0 0 0 348,000 2026 0 810,837 14,324,786 973,004 0 0 0 0 0 0 973,004 2027 0 14,324,786 973,004 0 0 0 0 0 973,004 2028 0 859,487 15,184,273 1,031,385 0 0 0 0 0 0 1,031,385 2029 0 15,184,273 1,031,385 0 0 0 0 0 1,031,385 2030 0 911,056 16,095,330 1,093,268 0 0 0 0 0 0 1,093,268 2031 0 16,095,330 1,093,268 0 0 0 0 0 1,093,268 2032 0 965,720 17,061,049 1,158,864 0 0 0 0 0 0 1,158,864 2033 0 17,061,049 1,158,864 0 0 0 0 0 1,158,864 2034 0 1,023,663 18,084,712 1,228,396 0 0 0 0 0 0 1,228,396 2035 0 18,084,712 1,228,396 0 0 0 0 0 1,228,396 2036 0 1,085,083 19,169,795 1,302,099 0 0 0 0 0 0 1,302,099 2037 0 19,169,795 1,302,099 0 0 0 0 0 1,302,099 2038 1,150,188 20,319,983 1,380,225 0 0 0 0 0 1,380,225 2039 20,319,983 1,380,225 0 0 0 0 1,380,225 2040 1,219,199 21,539,182 1,463,039 0 0 0 0 0 1,463,039 2041 21,539,182 1,463,039 0 0 0 0 1,463,039 2042 1,292,351 22,831,533 1,550,821 0 0 0 0 0 1,550,821 2043 22,831,533 1,550,821 0 0 0 0 1,550,821 2044 1,369,892 24,201,424 1,643,870 0 0 0 0 0 1,643,870 2045 24,201,424 1,643,870 0 0 0 0 1,643,870 2046 1,452,085 25,653,510 1,742,503 0 0 0 0 0 1,742,503 2047 25,653,510 1,742,503 0 0 0 0 1,742,503 2048 1,539,211 27,192,721 1,847,053 0 0 0 0 0 1,847,053 2049 27,192,721 1,847,053 0 0 0 0 1,847,053 2050 1,631,563 28,824,284 1,957,876 0 0 0 0 0 1,957,876 2051 28,824,284 1,957,876 0 0 0 0 1,957,876 2052 1,729,457 30,553,741 2,075,348 0 0 0 0 0 2,075,348 2053 30,553,741 2,075,348 0 0 0 0 2,075,348 2054 1,833,224 32,386,965 2,199,869 0 0 0 0 0 2,199,869 2055 32,386,965 2,199,869 0 0 0 0 2,199,869 2056 1,943,218 34,330,183 2,331,861 0 0 0 0 0 2,331,861 2057 34,330,183 2,331,861 0 0 0 0 2,331,861 2058 2,059,811 36,389,994 2,471,773 0 0 0 0 0 2,471,773 2059 36,389,994 2,471,773 0 0 0 0 2,471,773 2060 2,183,400 38,573,394 2,620,080 0 0 0 0 0 2,620,080 2061 38,573,394 2,620,080 0 0 0 0 2,620,080 2062 2,314,404 40,887,797 2,777,284 0 0 0 0 0 2,777,284 2063 40,887,797 2,777,284 0 0 0 0 2,777,284 2064 2,453,268 43,341,065 2,943,921 0 0 0 0 0 2,943,921 2065 43,341,065 2,943,921 0 0 0 0 2,943,921 2066 2,600,464 45,941,529 3,120,557 0 0 0 0 0 3,120,557 RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential) Development Summary Development Projection -- Buildout Plan (updated 1/23/18) Residential Development Product Type Assissted Living TH Condo SFD - Standard SFD - Premier Base $ ('18) $200,000 $375,000 $385,000 $475,000 $575,000 Res'l Totals 2017 - - - - - - 2018 - - - - - - 2019 - - - - - - 2020 - - - - - - 2021 - - - - - - 2022 - - - - - - 2023 - - - - - - 2024 60 - - - - 60 2025 - - - - - - 2026 - - - - - - 2027 - - - - - - 2028 - - - - - - 2029 - - - - - - 2030 - - - - - - 2031 - - - - - - 2032 - - - - - - 2033 - - - - - - 2034 - - - - - - 2035 - - - - - - 2036 - - - - - - 2037 - - - - - - 60 - - - - 60 MV @ Full Buildout $12,000,000 $0 $0 $0 $0 $12,000,000 (base prices;un-infl.) notes: Platted/Dev Lots = 10% MV; one-yr prior Base MV $ inflated 2% per annum 1/30/2018 B RFMD#1-6 Fin Plan 18 R Dev Summ Prepared by D.A. Davidson & Co. 5 1 Packet Pg. 570 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Commercial) 1 Development Projection at 50.000 (target) District Mills for Debt Service -- 01/30/2018 2050 Assessed Value Summary 2049 < < < < < < < < Residential > > > > > > > > < Platted/Developed Lots > < < < < < < < < < < Commercial > > > > > > > > > > Mkt Value As'ed Value As'ed Value Mkt Value As'ed Value Biennial @ 7.20% @ 29.00% Biennial @ 29.00% Total Total Reasses'mt Cumulative of Market Cumulative of Market Total Comm'l Total Hotel Reasses'mt Cumulative of Market Assessed YEAR Res'l Units @ 6.0% Market Value (2-yr lag) Market Value (2-yr lag) Sq. Ft. Rooms @ 6.0% Market Value (2-yr lag) Value 2017 0 0 0 0 0 0 2018 0 0 0 0 0 0 0 0 2019 0 0 0 0 0 0 0 0 0 $0 2020 0 0 0 0 0 0 0 0 0 0 0 0 2021 0 0 0 1,874,250 0 0 0 0 0 0 2022 0 0 0 0 3,285,975 0 110,035 0 0 20,287,485 0 0 2023 0 0 0 1,785,975 543,533 104,685 120 56,567,304 0 543,533 2024 0 0 0 0 3,285,975 952,933 104,685 0 3,394,038 80,074,321 5,883,371 6,836,303 2025 0 0 0 1,785,975 517,933 104,685 120 117,819,845 16,404,518 16,922,451 2026 0 0 0 0 1,246,725 952,933 104,685 0 7,069,191 145,814,580 23,221,553 24,174,486 2027 0 0 0 1,246,725 517,933 83,115 0 160,714,097 34,167,755 34,685,688 2028 0 0 0 0 1,246,725 361,550 83,115 0 9,642,846 185,554,452 42,286,228 42,647,778 2029 0 0 0 1,246,725 361,550 83,115 0 201,055,910 46,607,088 46,968,639 2030 0 0 0 0 1,246,725 361,550 83,115 0 12,063,355 228,930,752 53,810,791 54,172,341 2031 0 0 0 0 361,550 83,115 0 245,058,469 58,306,214 58,667,764 2032 0 0 0 0 0 361,550 0 0 14,703,508 259,761,977 66,389,918 66,751,468 2033 0 0 0 0 0 0 0 259,761,977 71,066,956 71,066,956 2034 0 0 0 0 0 0 0 0 15,585,719 275,347,696 75,330,973 75,330,973 2035 0 0 0 0 0 0 0 275,347,696 75,330,973 75,330,973 2036 0 0 0 0 0 0 0 0 16,520,862 291,868,558 79,850,832 79,850,832 2037 0 0 0 0 0 0 0 291,868,558 79,850,832 79,850,832 2038 0 0 0 0 0 17,512,113 309,380,671 84,641,882 84,641,882 2039 0 0 0 0 309,380,671 84,641,882 84,641,882 2040 0 0 0 0 0 18,562,840 327,943,512 89,720,395 89,720,395 2041 0 0 0 0 327,943,512 89,720,395 89,720,395 2042 0 0 0 0 0 19,676,611 347,620,122 95,103,618 95,103,618 2043 0 0 0 0 347,620,122 95,103,618 95,103,618 2044 0 0 0 0 0 20,857,207 368,477,330 100,809,835 100,809,835 2045 0 0 0 0 368,477,330 100,809,835 100,809,835 2046 0 0 0 0 0 22,108,640 390,585,969 106,858,426 106,858,426 2047 0 0 0 0 390,585,969 106,858,426 106,858,426 2048 0 0 0 0 0 23,435,158 414,021,127 113,269,931 113,269,931 2049 0 0 0 0 414,021,127 113,269,931 113,269,931 2050 0 0 0 0 0 24,841,268 438,862,395 120,066,127 120,066,127 2051 0 0 0 0 438,862,395 120,066,127 120,066,127 2052 0 0 0 0 0 26,331,744 465,194,139 127,270,095 127,270,095 2053 0 0 0 0 465,194,139 127,270,095 127,270,095 2054 0 0 0 0 0 27,911,648 493,105,787 134,906,300 134,906,300 2055 0 0 0 0 493,105,787 134,906,300 134,906,300 2056 0 0 0 0 0 29,586,347 522,692,134 143,000,678 143,000,678 2057 0 0 0 0 522,692,134 143,000,678 143,000,678 2058 0 0 0 0 0 31,361,528 554,053,662 151,580,719 151,580,719 2059 0 0 0 0 554,053,662 151,580,719 151,580,719 2060 0 0 0 0 0 33,243,220 587,296,882 160,675,562 160,675,562 2061 0 0 0 0 587,296,882 160,675,562 160,675,562 2062 0 0 0 0 0 35,237,813 622,534,695 170,316,096 170,316,096 2063 0 0 0 0 622,534,695 170,316,096 170,316,096 2064 0 0 0 0 0 37,352,082 659,886,777 180,535,062 180,535,062 2065 0 0 0 0 659,886,777 180,535,062 180,535,062 2066 0 0 0 0 0 39,593,207 699,479,983 191,367,165 191,367,165 RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Commercial) Development Summary Development Projection -- Buildout Plan (updated 1/23/18) Commercial Development Product Type Retail Convenience Store Industrial / Employment Hotel Base $ ('18) $250/sf $165/sf $150/sf $125,000/Rm Comm'l Totals* 2017 - - - - - 2018 - - - - - 2019 - - - - - 2020 - - - - - 2021 - - - - - 2022 21,570 5,350 83,115 - 110,035 2023 21,570 - 83,115 120 104,805 2024 21,570 - 83,115 - 104,685 2025 21,570 - 83,115 120 104,805 2026 21,570 - 83,115 - 104,685 2027 - - 83,115 - 83,115 2028 - - 83,115 - 83,115 2029 - - 83,115 - 83,115 2030 - - 83,115 - 83,115 2031 - - 83,115 - 83,115 2032 - - - - - 2033 - - - - - 2034 - - - - - 2035 - - - - - 2036 - - - - - 2037 - - - - - 107,850 5,350 831,150 240 944,590 MV @ Full Buildout $26,962,500 $882,750 $124,672,500 $30,000,000 $182,517,750 (base prices;un-infl.) [*] Not including Hotels; presented in Rooms notes: Platted/Dev Lots = 10% MV; one-yr prior Base MV $ inflated 2% per annum 1/30/2018 B RFMD#1-6 Fin Plan 18 C Dev Summ Prepared by D.A. Davidson & Co. 7 1 Packet Pg. 572 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Jan 30, 2018 8:38 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-6 18 (fka ...:BJAN3018-23NRSPB) SOURCES AND USES OF FUNDS RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION BONDS, SERIES 2023 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Non-Rated, 105x, 30-yr. Maturity (Growth thru 2026 + 6.00% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2023 Delivery Date 12/01/2023 Sources: Bond Proceeds: Par Amount 42,405,000.00 42,405,000.00 Uses: Project Fund Deposits: Project Fund 31,012,691.67 Other Fund Deposits: Capitalized Interest Fund 6,360,750.00 Debt Service Reserve Fund 3,883,458.33 10,244,208.33 Delivery Date Expenses: Cost of Issuance 300,000.00 Underwriter's Discount 848,100.00 1,148,100.00 42,405,000.00 8 1 Packet Pg. 573 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:43 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-6 18 (fka ...:BJAN3018-28NRSPB) SOURCES AND USES OF FUNDS RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION BONDS, SERIES 2028 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Non-Rated, 105x, 30-yr. Maturity (Growth thru 2031 + 6.00% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2028 Delivery Date 12/01/2028 Sources: Bond Proceeds: Par Amount 34,930,000.00 34,930,000.00 Uses: Project Fund Deposits: Project Fund 25,198,900.00 Other Fund Deposits: Capitalized Interest Fund 5,239,500.00 Debt Service Reserve Fund 3,493,000.00 8,732,500.00 Delivery Date Expenses: Cost of Issuance 300,000.00 Underwriter's Discount 698,600.00 998,600.00 34,930,000.00 9 1 Packet Pg. 574 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) SOURCES AND USES OF FUNDS RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 Sources: Bond Proceeds: Par Amount 104,865,000.00 Other Sources of Funds: Funds on Hand* 2,335,000.00 Series 2023 - DSRF 3,883,458.00 Series 2028 - DSRF 3,493,000.00 9,711,458.00 114,576,458.00 Uses: Project Fund Deposits: Project Fund 34,005,811.12 Refunding Escrow Deposits: Cash Deposit* 74,710,000.00 Other Fund Deposits: Capitalized Interest Fund 371,396.88 Debt Service Reserve Fund 4,764,925.00 5,136,321.88 Delivery Date Expenses: Cost of Issuance 200,000.00 Underwriter's Discount 524,325.00 724,325.00 114,576,458.00 [*] Estimated balances (tbd). 10 1 Packet Pg. 575 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) BOND SUMMARY STATISTICS RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 First Coupon 06/01/2037 Last Maturity 12/01/2066 Arbitrage Yield 4.250000% True Interest Cost (TIC) 4.285261% Net Interest Cost (NIC) 4.250000% All-In TIC 4.298777% Average Coupon 4.250000% Average Life (years) 22.930 Weighted Average Maturity (years) 22.930 Duration of Issue (years) 14.505 Par Amount 104,865,000.00 Bond Proceeds 104,865,000.00 Total Interest 102,192,525.00 Net Interest 102,716,850.00 Bond Years from Dated Date 2,404,530,000.00 Bond Years from Delivery Date 2,404,530,000.00 Total Debt Service 207,057,525.00 Maximum Annual Debt Service 14,866,050.00 Average Annual Debt Service 6,901,917.50 Underwriter's Fees (per $1000) Average Takedown Other Fee 5.000000 Total Underwriter's Discount 5.000000 Bid Price 99.500000 Average Par Average Average Maturity PV of 1 bp Bond Component Value Price Coupon Life Date change Term Bond due 2066 104,865,000.00 100.000 4.250% 22.930 11/06/2059 177,221.85 104,865,000.00 22.930 177,221.85 All-In Arbitrage TIC TIC Yield Par Value 104,865,000.00 104,865,000.00 104,865,000.00 + Accrued Interest + Premium (Discount) - Underwriter's Discount -524,325.00 -524,325.00 - Cost of Issuance Expense -200,000.00 - Other Amounts Target Value 104,340,675.00 104,140,675.00 104,865,000.00 Target Date 12/01/2036 12/01/2036 12/01/2036 Yield 4.285261% 4.298777% 4.250000% 11 1 Packet Pg. 576 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) BOND DEBT SERVICE RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Period Annual Ending Principal Coupon Interest Debt Service Debt Service 06/01/2037 2,228,381.25 2,228,381.25 12/01/2037 2,228,381.25 2,228,381.25 4,456,762.50 06/01/2038 2,228,381.25 2,228,381.25 12/01/2038 10,000 4.250% 2,228,381.25 2,238,381.25 4,466,762.50 06/01/2039 2,228,168.75 2,228,168.75 12/01/2039 10,000 4.250% 2,228,168.75 2,238,168.75 4,466,337.50 06/01/2040 2,227,956.25 2,227,956.25 12/01/2040 280,000 4.250% 2,227,956.25 2,507,956.25 4,735,912.50 06/01/2041 2,222,006.25 2,222,006.25 12/01/2041 290,000 4.250% 2,222,006.25 2,512,006.25 4,734,012.50 06/01/2042 2,215,843.75 2,215,843.75 12/01/2042 585,000 4.250% 2,215,843.75 2,800,843.75 5,016,687.50 06/01/2043 2,203,412.50 2,203,412.50 12/01/2043 610,000 4.250% 2,203,412.50 2,813,412.50 5,016,825.00 06/01/2044 2,190,450.00 2,190,450.00 12/01/2044 940,000 4.250% 2,190,450.00 3,130,450.00 5,320,900.00 06/01/2045 2,170,475.00 2,170,475.00 12/01/2045 980,000 4.250% 2,170,475.00 3,150,475.00 5,320,950.00 06/01/2046 2,149,650.00 2,149,650.00 12/01/2046 1,340,000 4.250% 2,149,650.00 3,489,650.00 5,639,300.00 06/01/2047 2,121,175.00 2,121,175.00 12/01/2047 1,395,000 4.250% 2,121,175.00 3,516,175.00 5,637,350.00 06/01/2048 2,091,531.25 2,091,531.25 12/01/2048 1,795,000 4.250% 2,091,531.25 3,886,531.25 5,978,062.50 06/01/2049 2,053,387.50 2,053,387.50 12/01/2049 1,870,000 4.250% 2,053,387.50 3,923,387.50 5,976,775.00 06/01/2050 2,013,650.00 2,013,650.00 12/01/2050 2,310,000 4.250% 2,013,650.00 4,323,650.00 6,337,300.00 06/01/2051 1,964,562.50 1,964,562.50 12/01/2051 2,405,000 4.250% 1,964,562.50 4,369,562.50 6,334,125.00 06/01/2052 1,913,456.25 1,913,456.25 12/01/2052 2,890,000 4.250% 1,913,456.25 4,803,456.25 6,716,912.50 06/01/2053 1,852,043.75 1,852,043.75 12/01/2053 3,010,000 4.250% 1,852,043.75 4,862,043.75 6,714,087.50 06/01/2054 1,788,081.25 1,788,081.25 12/01/2054 3,545,000 4.250% 1,788,081.25 5,333,081.25 7,121,162.50 06/01/2055 1,712,750.00 1,712,750.00 12/01/2055 3,695,000 4.250% 1,712,750.00 5,407,750.00 7,120,500.00 06/01/2056 1,634,231.25 1,634,231.25 12/01/2056 4,280,000 4.250% 1,634,231.25 5,914,231.25 7,548,462.50 06/01/2057 1,543,281.25 1,543,281.25 12/01/2057 4,460,000 4.250% 1,543,281.25 6,003,281.25 7,546,562.50 06/01/2058 1,448,506.25 1,448,506.25 12/01/2058 5,100,000 4.250% 1,448,506.25 6,548,506.25 7,997,012.50 06/01/2059 1,340,131.25 1,340,131.25 12/01/2059 5,320,000 4.250% 1,340,131.25 6,660,131.25 8,000,262.50 06/01/2060 1,227,081.25 1,227,081.25 12/01/2060 6,025,000 4.250% 1,227,081.25 7,252,081.25 8,479,162.50 06/01/2061 1,099,050.00 1,099,050.00 Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) NET DEBT SERVICE RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Period Total Debt Service Capitalized Net Ending Principal Interest Debt Service Reserve Fund Interest Fund Debt Service 12/01/2037 4,456,762.50 4,456,762.50 371,396.88 4,085,365.62 12/01/2038 10,000 4,456,762.50 4,466,762.50 4,466,762.50 12/01/2039 10,000 4,456,337.50 4,466,337.50 4,466,337.50 12/01/2040 280,000 4,455,912.50 4,735,912.50 4,735,912.50 12/01/2041 290,000 4,444,012.50 4,734,012.50 4,734,012.50 12/01/2042 585,000 4,431,687.50 5,016,687.50 5,016,687.50 12/01/2043 610,000 4,406,825.00 5,016,825.00 5,016,825.00 12/01/2044 940,000 4,380,900.00 5,320,900.00 5,320,900.00 12/01/2045 980,000 4,340,950.00 5,320,950.00 5,320,950.00 12/01/2046 1,340,000 4,299,300.00 5,639,300.00 5,639,300.00 12/01/2047 1,395,000 4,242,350.00 5,637,350.00 5,637,350.00 12/01/2048 1,795,000 4,183,062.50 5,978,062.50 5,978,062.50 12/01/2049 1,870,000 4,106,775.00 5,976,775.00 5,976,775.00 12/01/2050 2,310,000 4,027,300.00 6,337,300.00 6,337,300.00 12/01/2051 2,405,000 3,929,125.00 6,334,125.00 6,334,125.00 12/01/2052 2,890,000 3,826,912.50 6,716,912.50 6,716,912.50 12/01/2053 3,010,000 3,704,087.50 6,714,087.50 6,714,087.50 12/01/2054 3,545,000 3,576,162.50 7,121,162.50 7,121,162.50 12/01/2055 3,695,000 3,425,500.00 7,120,500.00 7,120,500.00 12/01/2056 4,280,000 3,268,462.50 7,548,462.50 7,548,462.50 12/01/2057 4,460,000 3,086,562.50 7,546,562.50 7,546,562.50 12/01/2058 5,100,000 2,897,012.50 7,997,012.50 7,997,012.50 12/01/2059 5,320,000 2,680,262.50 8,000,262.50 8,000,262.50 12/01/2060 6,025,000 2,454,162.50 8,479,162.50 8,479,162.50 12/01/2061 6,280,000 2,198,100.00 8,478,100.00 8,478,100.00 12/01/2062 7,055,000 1,931,200.00 8,986,200.00 8,986,200.00 12/01/2063 7,355,000 1,631,362.50 8,986,362.50 8,986,362.50 12/01/2064 8,210,000 1,318,775.00 9,528,775.00 9,528,775.00 12/01/2065 8,560,000 969,850.00 9,529,850.00 9,529,850.00 12/01/2066 14,260,000 606,050.00 14,866,050.00 4,764,925 10,101,125.00 104,865,000 102,192,525.00 207,057,525.00 4,764,925 371,396.88 201,921,203.12 13 1 Packet Pg. 578 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) SUMMARY OF BONDS REFUNDED RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Maturity Interest Par Call Call Bond Date Rate Amount Date Price 1/30/18: Ser 23 NR LF, 5.00%, 120x, 50+50, Gro thru '26+6% BiRE, SP: TERM53 12/01/2037 5.000% 715,000.00 12/01/2036 100.000 12/01/2038 5.000% 910,000.00 12/01/2036 100.000 12/01/2039 5.000% 955,000.00 12/01/2036 100.000 12/01/2040 5.000% 1,175,000.00 12/01/2036 100.000 12/01/2041 5.000% 1,235,000.00 12/01/2036 100.000 12/01/2042 5.000% 1,480,000.00 12/01/2036 100.000 12/01/2043 5.000% 1,555,000.00 12/01/2036 100.000 12/01/2044 5.000% 1,825,000.00 12/01/2036 100.000 12/01/2045 5.000% 1,915,000.00 12/01/2036 100.000 12/01/2046 5.000% 2,215,000.00 12/01/2036 100.000 12/01/2047 5.000% 2,330,000.00 12/01/2036 100.000 12/01/2048 5.000% 2,660,000.00 12/01/2036 100.000 12/01/2049 5.000% 2,795,000.00 12/01/2036 100.000 12/01/2050 5.000% 3,165,000.00 12/01/2036 100.000 12/01/2051 5.000% 3,320,000.00 12/01/2036 100.000 12/01/2052 5.000% 3,730,000.00 12/01/2036 100.000 12/01/2053 5.000% 7,800,000.00 12/01/2036 100.000 39,780,000.00 1/30/18: Ser 28 NR LF, 5.00%, 100x, 50+50, FG+6% BiRE, SP: TERM58 12/01/2046 5.000% 5,000.00 12/01/2036 100.000 12/01/2047 5.000% 5,000.00 12/01/2036 100.000 12/01/2048 5.000% 110,000.00 12/01/2036 100.000 12/01/2049 5.000% 115,000.00 12/01/2036 100.000 12/01/2050 5.000% 235,000.00 12/01/2036 100.000 12/01/2051 5.000% 250,000.00 12/01/2036 100.000 12/01/2052 5.000% 380,000.00 12/01/2036 100.000 12/01/2053 5.000% 395,000.00 12/01/2036 100.000 12/01/2054 5.000% 5,110,000.00 12/01/2036 100.000 12/01/2055 5.000% 5,365,000.00 12/01/2036 100.000 12/01/2056 5.000% 6,040,000.00 12/01/2036 100.000 12/01/2057 5.000% 6,340,000.00 12/01/2036 100.000 12/01/2058 5.000% 10,580,000.00 12/01/2036 100.000 34,930,000.00 74,710,000.00 14 1 Packet Pg. 579 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) ESCROW REQUIREMENTS RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 1/30/18: Ser 23 NR LF, 5.00%, 120x, 50+50, Gro thru '26+6% BiRE, SP Period Principal Ending Redeemed Total 12/01/2036 39,780,000.00 39,780,000.00 39,780,000.00 39,780,000.00 15 1 Packet Pg. 580 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) ESCROW REQUIREMENTS RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Dated Date 12/01/2036 Delivery Date 12/01/2036 1/30/18: Ser 28 NR LF, 5.00%, 100x, 50+50, FG+6% BiRE, SP Period Principal Ending Redeemed Total 12/01/2036 34,930,000.00 34,930,000.00 34,930,000.00 34,930,000.00 16 1 Packet Pg. 581 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Jan 30, 2018 8:49 am Prepared by D.A, Davidson & Co Quantitative Group~PM (Rudolph Farms MD#1-...:BJAN3018-36IGRFB,36IGRFB) PRIOR BOND DEBT SERVICE RUDOLPH FARMS METROPOLITAN DISTRICT Nos. 1-6 (Residential + Commercial) GENERAL OBLIGATION REFUNDING & IMPROVEMENT BONDS, SERIES 2036 Pay & Cancel Refunding of (proposed) Series 2023 & Series 2028 + New Money 50.000 (target) Residential Mills + 50.000 (target) Commercial Mills Assumes Investment Grade, 100x, 30-yr. Maturity (Full Growth + 6% Bi-Reassessment Projections) [ Preliminary -- for discsussion only ] Annual Period Debt Debt Ending Principal Coupon Interest Service Service 06/01/2037 1,867,750 1,867,750 12/01/2037 715,000 5.000% 1,867,750 2,582,750 4,450,500 06/01/2038 1,849,875 1,849,875 12/01/2038 910,000 5.000% 1,849,875 2,759,875 4,609,750 06/01/2039 1,827,125 1,827,125 12/01/2039 955,000 5.000% 1,827,125 2,782,125 4,609,250 06/01/2040 1,803,250 1,803,250 12/01/2040 1,175,000 5.000% 1,803,250 2,978,250 4,781,500 06/01/2041 1,773,875 1,773,875 12/01/2041 1,235,000 5.000% 1,773,875 3,008,875 4,782,750 06/01/2042 1,743,000 1,743,000 12/01/2042 1,480,000 5.000% 1,743,000 3,223,000 4,966,000 06/01/2043 1,706,000 1,706,000 12/01/2043 1,555,000 5.000% 1,706,000 3,261,000 4,967,000 06/01/2044 1,667,125 1,667,125 12/01/2044 1,825,000 5.000% 1,667,125 3,492,125 5,159,250 06/01/2045 1,621,500 1,621,500 12/01/2045 1,915,000 5.000% 1,621,500 3,536,500 5,158,000 06/01/2046 1,573,625 1,573,625 12/01/2046 2,220,000 5.000% 1,573,625 3,793,625 5,367,250 06/01/2047 1,518,125 1,518,125 12/01/2047 2,335,000 5.000% 1,518,125 3,853,125 5,371,250 06/01/2048 1,459,750 1,459,750 12/01/2048 2,770,000 5.000% 1,459,750 4,229,750 5,689,500 06/01/2049 1,390,500 1,390,500 12/01/2049 2,910,000 5.000% 1,390,500 4,300,500 5,691,000 06/01/2050 1,317,750 1,317,750 12/01/2050 3,400,000 5.000% 1,317,750 4,717,750 6,035,500 06/01/2051 1,232,750 1,232,750 12/01/2051 3,570,000 5.000% 1,232,750 4,802,750 6,035,500 06/01/2052 1,143,500 1,143,500 12/01/2052 4,110,000 5.000% 1,143,500 5,253,500 6,397,000 06/01/2053 1,040,750 1,040,750 12/01/2053 8,195,000 5.000% 1,040,750 9,235,750 10,276,500 06/01/2054 835,875 835,875 12/01/2054 5,110,000 5.000% 835,875 5,945,875 6,781,750 06/01/2055 708,125 708,125 12/01/2055 5,365,000 5.000% 708,125 6,073,125 6,781,250 06/01/2056 574,000 574,000 12/01/2056 6,040,000 5.000% 574,000 6,614,000 7,188,000 06/01/2057 423,000 423,000 12/01/2057 6,340,000 5.000% 423,000 6,763,000 7,186,000 06/01/2058 264,500 264,500 12/01/2058 10,580,000 5.000% 264,500 10,844,500 11,109,000 74,710,000 58,683,500 133,393,500 133,393,500 17 1 Packet Pg. 582 EXHIBIT F Rudolph Farms Metropolitan District Nos. 1-6 Intergovernmental Agreement 1 Packet Pg. 583 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) INTERGOVERNMENTAL AGREEMENT THIS INTERGOVERNMENTAL AGREEMENT is made and entered into by and between the City of Fort Collins, Colorado, a Colorado home rule municipality (the “City”), and Rudolph Farms Metropolitan District Nos. 1-6, quasi-municipal corporations and political subdivisions of the State of Colorado (collectively, the “Districts”). RECITALS WHEREAS, the Districts were organized to provide those services and to exercise powers as are more specifically set forth in the Districts’ Service Plan dated March 6, 2018, which may be amended from time to time as set forth therein (the “Service Plan”); and WHEREAS, the City and the property owner organizers of the Districts have entered into that certain “Binding Agreement Pertaining to Development of the Interstate Highway 25 and Prospect Road Interchange” dated March __, 2018 (the “Binding Agreement”); and WHEREAS, the Binding Agreement contemplates that the City and the Districts will enter into a “Capital Pledge Agreement” pursuant to which the District will share in the cost of the Colorado Department of Transportation project to improve the I-25 and Prospect Road Interchange (the “Capital Pledge Agreement); and WHEREAS, the Service Plan requires the execution of an intergovernmental agreement between the City and the Districts to provide the City with contract remedies to enforce the requirements and limitations imposed on the Districts in the Service Plan; and WHEREAS, the City and the Districts have determined it to be in their best interests to enter into this Intergovernmental Agreement as provided in the Service Plan (“Agreement”). NOW, THEREFORE, for and in consideration of the covenants and mutual agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: COVENANTS AND AGREEMENTS 1. Incorporation by Reference. The Service Plan is hereby incorporated in this agreement by this reference. The District agrees to comply with all provisions of the Service Plan, as it may be amended from time to time in accordance with the provisions thereof, and Title 32, Article 1, C.R.S. (the “Special District Act”). Capitalized terms used herein not otherwise defined in this Agreement shall have the meanings, respectfully, specified in the Service Plan. 2. Imposition of Fees, Levying of Taxes and Issuance of Debt. The Districts shall not impose any taxes, fees, rates, tolls or charges, or issue any Debt unless or until: (a) the Property Owner has recorded the PIF Covenant (as defined in the Binding Agreement) against its property 1 Packet Pg. 584 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) within the Project Area Boundaries, and (b) the City and the Overlay District have entered into the Capital Pledge Agreement. 3. City Prior Approvals. The Districts shall obtain any prior City or City Council approvals as required in the Service Plan before undertaking the action requiring such approval. 4. Enforcement. The parties agree that this Agreement may be enforced at law or in equity, including actions seeking specific performance, mandamus, injunctive, or other appropriate relief. The parties also agree that this Agreement may be enforced pursuant to Section 32-1-207, C.R.S. and other provisions of the Special District Act granting rights to municipalities or counties approving a service plan of a special district. 5. Amendment. This Agreement may be amended, modified, changed, or terminated in whole or in part only by a written agreement duly authorized and executed by the parties hereto. 6. Governing Law; Venue. This Agreement shall be governed by and construed under the applicable laws of the State of Colorado. Venue for any judicial action to interpret or enforce this Agreement shall be in Larimer County District Court of the Eighth Judicial District for the State of Colorado. 7. Beneficiaries. Except as otherwise stated herein, this Agreement is intended to describe the rights and responsibilities of and between the named parties and is not intended to, and shall not be deemed to confer any rights upon any persons or entities not named as parties. 8. Effect of Invalidity. If any portion of this Agreement is held invalid or unenforceable for any reason by a court of competent jurisdiction as to either party or as to both parties, such portion shall be deemed severable and its invalidity or its unenforceability shall not cause the entire agreement to be terminated. 9. Assignability. Neither the City nor the Districts shall assign their rights or delegate their duties hereunder without the prior written consent of the other parties. Any assignment of rights or delegation of duties without such prior written consent shall be deemed null and void and of no effect. Notwithstanding the foregoing, the City and the Districts may enter into contracts or other agreements with third parties to perform any of their respective duties required under this Agreement. 10. Successors and Assigns. This Agreement and the rights and obligations created hereby shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. RUDOLPH FARMS METROPOLITAN DISTRICT NOS. 1-6 BY: President ATTEST: 1 Packet Pg. 585 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) By:_______________________________ Secretary CITY OF FORT COLLINS, COLORADO By: Mayor ATTEST: By: City Clerk 1 Packet Pg. 586 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 1597.0003; 884438 CERTIFICATE CONCERNING NOTICES OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN IN RE THE ORGANIZATION OF RUDOLPH FARMS METROPOLITAN DISTRICT NOS. 1-6, CITY OF FORT COLLINS, COUNTY OF LARIMER, STATE OF COLORADO I, Abby Franz, an a paralegal at the law firm of White Bear Ankele Tanaka & Waldron Professional Corporation, acting on behalf of Rudolph Farms Metropolitan District Nos.1-6 (the “Districts”), do hereby certify as follows: 1. That the City Council of the City of Fort Collins (the “City Council”) set a public hearing for Tuesday, March 6, 2018 at 6:00 p.m. at the City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado (the “Hearing”), for the purpose of considering the Consolidated Service Plan (the “Service Plan”) for the Districts and to form a basis for adopting a resolution approving, conditionally approving or disapproving the Service Plan; 2. That, pursuant to § 32-1-204.5, C.R.S., and the City of Fort Collins Policy for Reviewing Proposed Service Plans for Title 32 Metropolitan Districts, dated July 9, 2008, the Notice of Public Hearing on Consolidated Service Plan, a copy of which is attached hereto as Exhibit A and incorporated herein by this reference, was sent by U.S. mail on February 14, 2018, more than ten (10) days prior to the Hearing, to the property owners within the proposed Districts as listed on the records of the County Assessor, as set forth on the list attached hereto as Exhibit B and incorporated herein by this reference and; 3. That the Notice of Public Hearing on Consolidated Service Plan was further published on February 12, 2018 in The Coloradoan. A copy of the Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan is attached hereto as Exhibit C and incorporated herein by this reference Signed this 28 th day of February, 2018. By: Abby Franz, Paralegal EXHIBIT B 2 Packet Pg. 587 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT A TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 588 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) NOTICE OF PUBLIC HEARING FOR THE ORGANIZATION OF A SPECIAL DISTRICT IN RE THE ORGANIZATION OF RUDOLPH FARMS METROPOLITAN DISTRICT NOS. 1-6, CITY OF FT. COLLINS, COUNTY OF LARIMER, STATE OF COLORADO NOTICE IS HEREBY GIVEN that, pursuant to § 32-1-204(1), C.R.S., a Service Plan (the “Service Plan”) for the proposed Rudolph Farms Metropolitan District Nos. 1-6 (“Districts”) has been filed and is available for public inspection in the office of the City Clerk of the City of Ft. Collins. A public hearing on the Service Plan will be held by the City Council of the City of Ft. Collins (the “City Council”) on Tuesday, March 6, 2018, at 6:00 p.m., at City Council Chambers, City Hall West, 300 LaPorte Avenue, Ft. Collins, Colorado, or as soon thereafter as the City Council may hear such matter. The Districts are metropolitan districts. Public improvements authorized to be planned, designed, acquired, constructed, installed, relocated, redeveloped and financed, specifically including related eligible costs for acquisition and administration, as authorized by the Special District Act, except as specifically limited in Section V of the Districts’ Service Plan to serve the future taxpayers and property owners of the Districts as determined by the Board of the Districts in its discretion. The maximum mill levy each District is permitted to impose upon the taxable property within its boundaries and shall be Eighty (80) Mills subject to the limitations set forth in the Service Plan. The proposed districts will be located at the northeast corner of the Prospect/I-25 Intersection. A description of the land contained within the boundaries of the proposed Districts is as follows: Tracts of land located in the Southwest Quarter of Section 15, Township 7 North, Range 68 West of the Sixth Principal Meridian, City of Fort Collins, County of Larimer, State of Colorado, containing approximately 132.79 acres, as further described in the Service Plan. NOTICE IS FURTHER GIVEN that pursuant to § 32-1-203(3.5), C.R.S., any person owning property in the proposed Districts may request that such property be excluded from the Districts by submitting such request to the Board of County Commissioners of Larimer County no later than ten days prior to the public hearing. All protests and objections must be submitted in writing to the City Manager at or prior to the public hearing or any continuance or postponement thereof in order to be considered. All protests and objections to the Districts shall be deemed to be waived unless presented at the time and in the manner specified herein. BY ORDER OF THE CITY COUNCIL OF THE CITY OF FORT COLLINS 2 Packet Pg. 589 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT B TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Mailing List of Property Owners) 2 Packet Pg. 590 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) CW Subtrust White Eric S C/O AGUR Foundation 4 W. Dry Creek Circle, Suite 100 Littleton, CO 80120 2 Packet Pg. 591 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) EXHIBIT C TO CERTIFICATE OF MAILING AND PUBLICATION OF NOTICE OF PUBLIC HEARING ON CONSOLIDATED SERVICE PLAN (Affidavit of Publication of Notice of Public Hearing on Consolidated Service Plan) 2 Packet Pg. 592 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 2 Packet Pg. 593 Attachment: Exhibit B (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 12/01/2061 6,280,000 4.250% 1,099,050.00 7,379,050.00 8,478,100.00 06/01/2062 965,600.00 965,600.00 12/01/2062 7,055,000 4.250% 965,600.00 8,020,600.00 8,986,200.00 06/01/2063 815,681.25 815,681.25 12/01/2063 7,355,000 4.250% 815,681.25 8,170,681.25 8,986,362.50 06/01/2064 659,387.50 659,387.50 12/01/2064 8,210,000 4.250% 659,387.50 8,869,387.50 9,528,775.00 06/01/2065 484,925.00 484,925.00 12/01/2065 8,560,000 4.250% 484,925.00 9,044,925.00 9,529,850.00 06/01/2066 303,025.00 303,025.00 12/01/2066 14,260,000 4.250% 303,025.00 14,563,025.00 14,866,050.00 104,865,000 102,192,525.00 207,057,525.00 207,057,525.00 12 1 Packet Pg. 577 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) ______ __________ __________ __________ __________ 00 944,350 240 486,590,944 1/30/2018 B RFMD#1-6 Fin Plan 18 C AV Summary Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 6 1 Packet Pg. 571 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms ______ __________ __________ __________ 60 32,427,580 00 1/30/2018 B RFMD#1-6 Fin Plan 18 R AV Summary Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 4 1 Packet Pg. 569 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Net Available Net Debt Net Debt Net Debt Net Debt Funds on Hand* Surplus 50% D/A Surplus @ Comm'l Target @ Comm'l Cap for Debt Svc Service Service Service Service Used as Source to $10,486,500 $10,486,500 Target & Sales PIF Revs & Sales PIF Revs $0 0 0 0 0 28,231 $0 0 28,231 0 28,231 0% 0% 355,078 0 0 355,078 0 383,309 0% 0% 897,027 0 0 897,027 0 1,280,336 0% 0% 1,306,161 0 0 1,306,161 0 2,586,497 0% 0% 1,852,112 2,120,250 2,120,250 (268,138) 0 2,318,359 87% 87% 2,268,696 2,140,250 $0 2,140,250 128,446 0 2,446,805 106% 106% 2,493,121 2,139,250 0 2,139,250 353,871 0 2,800,676 117% 117% 2,870,496 2,268,250 0 2,268,250 602,246 0 3,402,922 127% 127% 3,103,988 2,270,750 0 2,270,750 833,238 0 4,236,160 137% 137% 3,527,263 2,402,750 1,746,500 4,149,250 (621,987) 0 3,614,172 85% 85% 3,751,409 2,402,750 1,746,500 4,149,250 (397,841) 0 3,216,331 90% 90% 3,976,494 2,552,000 1,746,500 4,298,500 (322,006) 0 2,894,325 93% 93% 3,976,494 2,548,000 1,746,500 4,294,500 (318,006) 0 2,576,319 93% 93% 4,215,083 2,703,000 1,746,500 $0 4,449,500 2,335,000 (2,569,417) 0 6,902 95% 95% 4,215,083 [Ref'd by Ser. '36] [Ref'd by Ser. '36] 4,085,366 4,085,366 129,718 0 136,619 103% 103% 4,467,988 4,466,763 4,466,763 1,226 0 137,845 100% 100% 4,467,988 4,466,338 4,466,338 1,651 0 139,496 100% 100% 4,736,068 4,735,913 4,735,913 155 0 139,651 100% 100% 4,736,068 4,734,013 4,734,013 2,055 0 141,706 100% 100% 5,020,232 5,016,688 5,016,688 3,544 0 145,250 100% 100% 5,020,232 5,016,825 5,016,825 3,407 0 148,657 100% 100% 5,321,445 5,320,900 5,320,900 545 0 149,202 100% 100% 5,321,445 5,320,950 5,320,950 495 0 149,698 100% 100% 5,640,732 5,639,300 5,639,300 1,432 0 151,130 100% 100% 5,640,732 5,637,350 5,637,350 3,382 0 154,512 100% 100% 5,979,176 5,978,063 5,978,063 1,114 0 155,626 100% 100% 5,979,176 5,976,775 5,976,775 2,401 0 158,027 100% 100% 6,337,927 6,337,300 6,337,300 627 0 158,654 100% 100% 6,337,927 6,334,125 6,334,125 3,802 0 162,455 100% 100% 6,718,202 6,716,913 6,716,913 1,290 0 163,745 100% 100% 6,718,202 6,714,088 6,714,088 4,115 0 167,860 100% 100% 7,121,294 7,121,163 7,121,163 132 0 167,992 100% 100% 7,121,294 7,120,500 7,120,500 794 0 168,786 100% 100% 7,548,572 7,548,463 7,548,463 110 0 168,896 100% 100% 7,548,572 7,546,563 7,546,563 2,010 0 170,906 100% 100% 8,001,486 7,997,013 7,997,013 4,474 0 175,379 100% 100% 8,001,486 8,000,263 8,000,263 1,224 0 176,603 100% 100% 8,481,576 8,479,163 8,479,163 2,413 0 179,017 100% 100% 8,481,576 8,478,100 8,478,100 3,476 0 182,492 100% 100% 8,990,470 8,986,200 8,986,200 4,270 0 186,762 100% 100% 8,990,470 8,986,363 8,986,363 4,108 0 190,870 100% 100% 9,529,898 9,528,775 9,528,775 1,123 0 191,993 100% 100% 9,529,898 9,529,850 9,529,850 48 0 192,042 100% 100% 10,101,692 10,101,125 10,101,125 567 192,609 0 100% 100% _________ _________ _________ _________ _________ _________ _________ _________ 236,728,562 23,547,250 8,732,500 201,921,203 234,200,953 2,335,000 192,609 192,609 [BJan3018 23nrspB] [BJan3018 28nrspB] [BJan3018 36igrfB] 1/30/2018 B RFMD#1-6 Fin Plan 18 Master NR LF FP SP+2036 Refg Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 3 1 Packet Pg. 568 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms __________ __________ __________ __________ __________ 3,677,628 220,658 219,651,204 13,179,072 236,728,562 [*] The Districts may also levy up to 20.00 Mills for Operations & Maintenance + 10.00 Mills for the Overlay District Project Mill Levy 1/30/2018 B RFMD#1-6 Fin Plan 18 Master NR LF FP SP+2036 Refg Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 2 1 Packet Pg. 567 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 1 Packet Pg. 563 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) SS SD SD SD SD 8" SANITARY SEWER 8" SUBDRAIN SS RUDOLPH FARMS METROPOLITAN DISTRICTS 1 - 6 FORT COLLINS COLORADO ENGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 1489-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com SANITARY SEWER & SUBDRAIN MAP 1" = 400' D SEWER LINE - 12 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT. SEWER LINE - 8 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT. SS LEGEND: FIGURE 3 OF 6 SUBDRAIN - 8 INCH HDPE. ALL SUBDRAINS TO BE OWNED AND MAINTAINED METRO DISTRICT. SD NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 1 Packet Pg. 561 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. LEGEND: W WATER LINE - 8 INCH PVC. ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. W FIGURE 2 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 400 0 400 Feet 400 1 Packet Pg. 560 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) Packet Pg. 553 Attachment: Exhibit A (6555 : Funding Improvements for the I-25/Prospect Interchange - Rudolph Farms Metro District RESO) 12/01/2061 7,290,000 4.250% 1,275,743.75 8,565,743.75 9,841,487.50 06/01/2062 1,120,831.25 1,120,831.25 12/01/2062 8,190,000 4.250% 1,120,831.25 9,310,831.25 10,431,662.50 06/01/2063 946,793.75 946,793.75 12/01/2063 8,540,000 4.250% 946,793.75 9,486,793.75 10,433,587.50 06/01/2064 765,318.75 765,318.75 12/01/2064 9,530,000 4.250% 765,318.75 10,295,318.75 11,060,637.50 06/01/2065 562,806.25 562,806.25 12/01/2065 9,935,000 4.250% 562,806.25 10,497,806.25 11,060,612.50 06/01/2066 351,687.50 351,687.50 12/01/2066 16,550,000 4.250% 351,687.50 16,901,687.50 17,253,375.00 121,720,000 118,622,812.50 240,342,812.50 240,342,812.50 11 1 Packet Pg. 489 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) ______ __________ __________ __________ 00 514,280 432,958,640 1/30/2018 C G@PMD#1-7 Fin Plan 18 C AV Summary Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 6 1 Packet Pg. 484 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro ______ __________ __________ __________ 656 673,736,420 00 1/30/2018 C G@PMD#1-7 Fin Plan 18 R AV Summary Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 4 1 Packet Pg. 482 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro Net Available Net Debt Net Debt Net Debt Funds on Hand* Surplus 50% D/A Surplus Assessed @ Comm'l Target @ Comm'l Cap for Debt Svc Service Service Service Used as Source to $12,172,000 $12,172,000 Target Ratio & Sales PIF Revs & Sales PIF Revs $0 0 0 $0 0 0 0 2648% 0% 0% 189,950 0 0 189,950 0 189,950 739% 0% 0% 1,115,639 0 0 1,115,639 0 1,305,588 452% 0% 0% 1,795,400 0 0 1,795,400 0 3,100,989 366% 0% 0% 2,426,019 3,350,250 3,350,250 (924,231) 0 2,176,758 366% 72% 72% 2,849,045 3,350,250 3,350,250 (501,205) 0 1,675,553 345% 85% 85% 3,656,204 3,480,250 3,480,250 175,954 0 1,851,508 344% 105% 105% 3,656,204 3,478,750 3,478,750 177,454 0 2,028,962 324% 105% 105% 3,875,577 3,687,000 3,687,000 188,577 0 2,217,538 322% 105% 105% 3,875,577 3,689,500 3,689,500 186,077 0 2,403,615 302% 105% 105% 4,108,111 3,911,000 3,911,000 197,111 0 2,600,726 300% 105% 105% 4,108,111 3,910,500 3,910,500 197,611 0 2,798,337 280% 105% 105% 4,354,598 4,143,500 4,143,500 211,098 0 3,009,435 276% 105% 105% 4,354,598 4,143,250 4,143,250 211,348 0 3,220,783 257% 105% 105% 4,615,874 4,395,750 4,395,750 220,124 0 3,440,907 251% 105% 105% 4,615,874 4,393,250 4,393,250 222,624 0 3,663,530 232% 105% 105% 4,892,826 4,657,750 $0 4,657,750 3,890,000 (3,654,924) 0 8,607 468% 105% 105% 4,892,826 [Ref'd by Ser. '30] 4,742,008 4,742,008 150,818 0 159,424 442% 103% 103% 5,186,396 5,183,100 5,183,100 3,296 0 162,720 442% 100% 100% 5,186,396 5,182,675 5,182,675 3,721 0 166,441 417% 100% 100% 5,497,579 5,497,250 5,497,250 329 0 166,770 416% 100% 100% 5,497,579 5,493,438 5,493,438 4,142 0 170,912 391% 100% 100% 5,827,434 5,824,200 5,824,200 3,234 0 174,146 389% 100% 100% 5,827,434 5,825,300 5,825,300 2,134 0 176,281 365% 100% 100% 6,177,080 6,175,125 6,175,125 1,955 0 178,236 361% 100% 100% 6,177,080 6,173,800 6,173,800 3,280 0 181,516 338% 100% 100% 6,547,705 6,545,563 6,545,563 2,143 0 183,659 333% 100% 100% 6,547,705 6,544,475 6,544,475 3,230 0 186,889 310% 100% 100% 6,940,567 6,935,625 6,935,625 4,942 0 191,831 304% 100% 100% 6,940,567 6,937,225 6,937,225 3,342 0 195,174 281% 100% 100% 7,357,001 7,355,000 7,355,000 2,001 0 197,175 275% 100% 100% 7,357,001 7,356,100 7,356,100 901 0 198,076 252% 100% 100% 7,798,422 7,797,313 7,797,313 1,109 0 199,185 244% 100% 100% 7,798,422 7,794,725 7,794,725 3,697 0 202,882 222% 100% 100% 8,266,327 8,266,188 8,266,188 139 0 203,021 213% 100% 100% 8,266,327 8,266,300 8,266,300 27 0 203,048 192% 100% 100% 8,762,306 8,758,975 8,758,975 3,331 0 206,379 181% 100% 100% 8,762,306 8,757,963 8,757,963 4,344 0 210,723 160% 100% 100% 9,288,045 9,288,025 9,288,025 20 0 210,743 148% 100% 100% 9,288,045 9,286,213 9,286,213 1,832 0 212,575 128% 100% 100% 9,845,327 9,843,775 9,843,775 1,552 0 214,128 115% 100% 100% 9,845,327 9,841,488 9,841,488 3,840 0 217,968 95% 100% 100% 10,436,047 10,431,663 10,431,663 4,385 0 222,352 80% 100% 100% 10,436,047 10,433,588 10,433,588 2,460 0 224,812 61% 100% 100% 11,062,210 11,060,638 11,060,638 1,572 0 226,385 45% 100% 100% 11,062,210 11,060,613 11,060,613 1,597 0 227,982 27% 100% 100% 11,725,943 11,723,056 11,723,056 2,886 230,868 0 0% 100% 100% _________ _________ _________ _________ _________ _________ _________ 333,579,631 50,591,000 234,381,402 284,972,402 3,890,000 44,717,229 32,545,229 [CJan3018 20nrspC] [CJan3018 36ig20C] 1/30/2018 C G@PMD#1-7 Fin Plan 18 Master NR LF FP SP+2036 Refg Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 3 1 Packet Pg. 481 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro __________ __________ __________ __________ __________ 76,178,680 4,570,721 238,519,085 14,311,145 333,579,631 [*] The Districts may also levy up to 20.00 Mills for Operations & Maintenance + 10.00 Mills for the Overlay District Project Mill Levy 1/30/2018 C G@PMD#1-7 Fin Plan 18 Master NR LF FP SP+2036 Refg Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 2 1 Packet Pg. 480 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro 500 0 500 Feet 500 1 Packet Pg. 476 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) ST BOX CULVERT ST STORM DRAIN LINE D FIGURE 4 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 475 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) GATEWAY AT PROSPECT METROPOLITAN DISTRICTS 1 - 7 FORT COLLINS COLORADO E NGINEER ING N O R T H E RN DESCRIPTION DRAWN BY DATE PROJECT 892-001 DRAWN BY SCALE EXHIBIT B. Ruch DATE January 31, 2018 FORT COLLINS: 301 North Howes Street, Suite 100, 80521 GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com LEGEND: SS SEWER LINE - 10 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT. SEWER LINE - 8 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT. SS SS SEWER LINE - 27 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT. SUBDRAIN - 8 INCH HDPE. ALL SUBDRAINS TO BE OWNED AND MAINTAINED BY METRO DISTRICT. SD D FIGURE 3 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 474 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) northernengineering.com LEGEND: WATER LINE - 12 INCH PVC. ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. W WATER LINE - 10 INCH PVC. ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. W WATER LINE - 8 INCH PVC. ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. W D FIGURE 2 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. ( IN FEET ) 1 inch = ft. 500 0 500 Feet 500 1 Packet Pg. 473 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Packet Pg. 466 Attachment: Exhibit A (6554 : Funding Improvements for the I-25/Prospect Interchange - Gateway Metro District RESO) Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) 12/01/2061 7,340,000 4.250% 1,284,137.50 8,624,137.50 9,908,275.00 06/01/2062 1,128,162.50 1,128,162.50 12/01/2062 8,245,000 4.250% 1,128,162.50 9,373,162.50 10,501,325.00 06/01/2063 952,956.25 952,956.25 12/01/2063 8,595,000 4.250% 952,956.25 9,547,956.25 10,500,912.50 06/01/2064 770,312.50 770,312.50 12/01/2064 9,590,000 4.250% 770,312.50 10,360,312.50 11,130,625.00 06/01/2065 566,525.00 566,525.00 12/01/2065 10,000,000 4.250% 566,525.00 10,566,525.00 11,133,050.00 06/01/2066 354,025.00 354,025.00 12/01/2066 16,660,000 4.250% 354,025.00 17,014,025.00 17,368,050.00 122,490,000 119,391,850.00 241,881,850.00 241,881,850.00 9 1 Packet Pg. 396 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) Net Available Net Debt Net Debt Net Debt Net Debt Funds on Hand* Surplus 50% D/A Surplus Assessed Act'l Value & 0.0 U.R.A. Mills & 0.0 U.R.A. Mills for Debt Svc Service Service Service Service Used as Source to $12,249,000 $12,249,000 Target Ratio Ratio & Sales PIF Revs & Sales PIF Revs 0 n/a 0 n/a n/a 0% 0% 0 n/a 0 n/a n/a 0% 0% 0 n/a 0 n/a n/a 0% 0% 0 n/a 0 0% 0% 0% 0% 12,035 n/a 0 0% 0% 0% 0% 172,528 $0 0 172,528 172,528 291% 44% 0% 0% 643,114 0 0 643,114 0 815,642 223% 35% 0% 0% 839,845 0 0 839,845 0 1,655,486 152% 28% 0% 0% 1,228,639 0 0 1,228,639 0 2,884,125 120% 24% 0% 0% 1,553,615 1,801,250 1,801,250 (247,635) 0 2,636,490 96% 21% 86% 86% 1,939,549 1,816,250 $0 1,816,250 123,299 0 2,759,789 160% 38% 107% 107% 2,256,755 1,815,500 0 1,815,500 441,255 0 3,201,044 142% 34% 124% 124% 2,542,846 1,924,750 0 1,924,750 618,096 0 3,819,141 131% 31% 132% 132% 2,746,600 1,928,500 0 1,928,500 818,100 0 4,637,241 116% 28% 142% 142% 3,103,313 2,041,750 1,669,500 3,711,250 (607,937) 0 4,029,304 105% 26% 84% 84% 3,420,250 2,044,000 1,669,500 3,713,500 (293,250) 0 3,736,054 94% 24% 92% 92% 3,776,107 2,165,500 1,669,500 3,835,000 (58,893) 0 3,677,161 89% 22% 99% 99% 3,958,558 2,165,250 1,669,500 3,834,750 123,808 0 3,800,969 80% 20% 103% 103% 4,381,357 2,294,000 1,669,500 $0 3,963,500 $4,210,000 (3,792,143) 0 8,826 139% 36% 111% 111% 4,568,919 [Ref'd by Ser. '33] [Ref'd by Ser. '33] 3,904,369 3,904,369 664,551 0 673,377 127% 33% 117% 117% 5,003,725 5,205,825 5,205,825 (202,100) 0 471,277 123% 33% 96% 96% 5,161,522 5,205,825 5,205,825 (44,303) 0 426,974 115% 31% 99% 99% 5,533,570 5,530,825 5,530,825 2,745 0 429,720 115% 31% 100% 100% 5,533,570 5,532,013 5,532,013 1,558 0 431,277 108% 30% 100% 100% 5,865,585 5,862,563 5,862,563 3,022 0 434,299 107% 29% 100% 100% 5,865,585 5,863,450 5,863,450 2,135 0 436,434 101% 28% 100% 100% 6,217,520 6,213,063 6,213,063 4,457 0 440,891 100% 27% 100% 100% 6,217,520 6,216,525 6,216,525 995 0 441,886 93% 25% 100% 100% 6,590,571 6,587,863 6,587,863 2,708 0 444,594 92% 25% 100% 100% 6,590,571 6,586,350 6,586,350 4,221 0 448,815 85% 23% 100% 100% 6,986,005 6,982,075 6,982,075 3,930 0 452,745 84% 23% 100% 100% 6,986,005 6,983,038 6,983,038 2,967 0 455,712 78% 21% 100% 100% 7,405,165 7,400,175 7,400,175 4,990 0 460,702 76% 21% 100% 100% 7,405,165 7,400,638 7,400,638 4,528 0 465,230 70% 19% 100% 100% 7,849,475 7,846,213 7,846,213 3,263 0 468,493 67% 18% 100% 100% 7,849,475 7,847,775 7,847,775 1,700 0 470,193 61% 17% 100% 100% 8,320,444 8,318,175 8,318,175 2,269 0 472,462 59% 16% 100% 100% 8,320,444 8,317,225 8,317,225 3,219 0 475,681 53% 14% 100% 100% 8,819,670 8,818,838 8,818,838 833 0 476,513 50% 14% 100% 100% 8,819,670 8,816,338 8,816,338 3,333 0 479,846 44% 12% 100% 100% 9,348,851 9,344,913 9,344,913 3,938 0 483,784 41% 11% 100% 100% 9,348,851 9,346,613 9,346,613 2,238 0 486,022 35% 10% 100% 100% 9,909,782 9,907,475 9,907,475 2,307 0 488,329 32% 9% 100% 100% 9,909,782 9,908,275 9,908,275 1,507 0 489,836 26% 7% 100% 100% 10,504,369 10,501,325 10,501,325 3,044 0 492,879 22% 6% 100% 100% 10,504,369 10,500,913 10,500,913 3,456 0 496,335 17% 5% 100% 100% 11,134,631 11,130,625 11,130,625 4,006 0 500,341 12% 3% 100% 100% 11,134,631 11,133,050 11,133,050 1,581 0 501,921 7% 2% 100% 100% 11,802,708 11,801,525 11,801,525 1,183 0 503,105 0% 0% 100% 100% _________ _________ _________ _________ _________ _________ _________ _________ 268,083,259 19,996,750 8,347,500 235,013,869 263,358,119 4,210,000 503,105 0 [EJan3118 23nrspE] [EJan3118 28nrspE] [EJan3118 36igrfE] [*] Estimated balance (tbd). 1/31/2018 E SWPI25MD Fin Plan 18 C NR LF FP SP+2036 Refg Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 3 1 Packet Pg. 390 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District ______ __________ __________ __________ __________ __________ __________ __________ 00 1,112,000 150 560,858,859 252,908,735 15,174,524 268,083,259 [*] The Districts may also levy up to 20.00 Mills for Operations & Maintenance + 10.00 Mills for the Overlay District Project Mill Levy 1/31/2018 E SWPI25MD Fin Plan 18 C NR LF FP SP+2036 Refg Prepared by D.A.Davidson & Co. Draft: For discussion purposes only. 2 1 Packet Pg. 389 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District FIR IRRIGATION SYSTEM. LEGEND: NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. NON-POTABLE IRRIGATION LINE - ALL LINES ARE 8" PVC. IRR 1 Packet Pg. 385 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) TO BE OWNED AND MAINTAINED BY METRO DISTRICT. 24" RCP STORM DRAIN LINE ST DIRECTION OF CONVEYANCE DETENTION AREA 24" CMP STORM DRAIN LINE CMP STORM DRAINAGE MAP D FIGURE 4 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. 48" RCP STORM DRAIN LINE ST 1 Packet Pg. 384 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) GREELEY: 820 8th Street, 80631 970.221.4158 northernengineering.com 1" = 600' LEGEND: SS SEWER LINE - 12 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT SEWER LINE - 8 INCH PVC. ALL SEWER TO BE OWNED AND MAINTAINED BY BOXELDER SANITATION DISTRICT SS SUBDRAIN - 8 INCH HDPE. ALL SUBDRAINS TO BE OWNED AND MAINTAINED BY THE METRO DISTRICT. SD SANITARY SEWER & SUBDRAIN MAP D FIGURE 3 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. 1 Packet Pg. 383 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) WATER LINE - 12 INCH PVC. ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. W WATER LINE - 8 INCH PVC. ALL WATER TO BE OWNED AND MAINTAINED BY ELCO WATER DISTRICT. W D FIGURE 2 OF 6 NOTE: LOCAL STREETS AND ASSOCIATED UTILITIES ARE CONCEPTUAL AND MAY CHANGE AS DEVELOPMENT OCCURS. 1 Packet Pg. 382 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) FUTURE 1 Packet Pg. 375 Attachment: Exhibit A (6553 : Funding Improvements for the I-25/Prospect Interchange - SW Metro District RESO) ATTACHMENT 3 7.3 Packet Pg. 81 Attachment: Table 3 - Rental Rates and Delivery Charges (6513 : Raw Water Rental Rates and Delivery Charges) Total # of Households 60,132 33,158 26,162 26,974 Median Income $57,831 $82,237 $93,608 $35,318 Source: U.S. Census Bureau, 2012-2016 American Community Survey 5-Year Estimates 6 Packet Pg. 63