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COUNCIL - COMPLETE AGENDA - 03/20/2018 - COMPLETE AGENDA
City 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 20, 2018 Proclamations and Presentations 5:30 p.m. A. Proclamation Declaring March 19-25, 2018 as "Fix A Leak Week". B. Proclamation Recognizing the Northern Colorado New Horizons Band as the "Mayor's Honorary Band". C. Proclamation Declaring March 27 as Education and Sharing Day. 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 20, 2018 Regular Meeting and the February 27, 2018 Adjourned Meeting. The purpose of this item is to approve the minutes from the February 20, 2018 Regular Council meeting and the February 27, 2018 Adjourned Council meeting. City of Fort Collins Page 3 2. Second 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. This Ordinance, unanimously adopted on First Reading on March 6, 2018, approves 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. 3. Second 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. This Ordinance, unanimously adopted on First Reading on March 6, 2018. approves 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). 4. Second Reading of Ordinance No. 040, 2018, Declaring Certain City-Owned Property at Arapaho Bend Natural Area as Road Right-of-Way. This Ordinance, unanimously adopted on First Reading on March 6, 2018, converts 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. 5. Second 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. This Ordinance, unanimously adopted on First Reading on March 6, 2018, authorizes 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. 6. First Reading of Ordinance No. 042, 2018, Appropriating Unanticipated Revenue Received From the Estate of Marjorie J. McTaggart in the Recreation Fund to be Paid to the Fort Collins Senior Center Endowment Fund For Use to Benefit the Senior Center. The purpose of this item is to recognize receipt of and appropriate a gift from the Estate of Marjorie J. McTaggart for the Fort Collins Senior Center in the amount of $38,581.00. 7. First Reading of Ordinance No. 043, 2018, Appropriating Unanticipated Revenue into the Capital Project Fund for the North College Improvements Project – Canal to State Highway 1 and for Transfer from the Capital Project Fund to the Cultural Services and Facilities Fund for the Art in Public Places Program. The purpose of this item is to appropriate unanticipated revenue in the amount of $156,144 into the Capital Project Fund for the North College Improvements Project-Canal to State Highway 1. Funds to be appropriated were collected as a payment-in-lieu of frontage improvement obligations from a City of Fort Collins Page 4 recent development near the Project location. After this appropriation, the total appropriated funding for the Project will be approximately $2.35 million. 8. First Reading of Ordinance No. 044, 2018, Appropriating Prior Year Reserves in the General Fund for Waste Reduction and Diversion Projects Approved as Part of the Waste Innovation Program. The purpose of this item is to move $111,000 accumulated during 2017 in the Waste Innovation Fund account into the City’s General Fund account for approved projects to develop new organizational processes that enable departments to divert more waste material from landfill disposal. 9. Resolution 2018- 029 Approving an Exception to the Use of a Competitive Process for an Enterprise License Agreement with ESRI for GIS Software. The purpose of this item is to request an exception to the use of a competitive bid or proposal process for the purchase of a three-year Enterprise License Agreement (ELA) from ESRI, as the alternative is contrary to the City’s best interests. ESRI’s suite of Geographic Information System (GIS) software products are used throughout the City by many departments. The software and its data are integral to several other software solutions. The ELA is a cost-effective approach that allows for an unlimited number of users to make use of this software and also provides for access to future upgrades, updates and patches. ESRI’s software is proprietary and is only available through them; they do not work with resellers. Exception to Competitive Bid or Proposal Rationale: Section 8-161(d)(1)b. Although there exists more than one (1) responsible source a competitive process cannot reasonably be used or, if used, will result in a substantially higher cost to the City, will otherwise injure the City’s financial interest, or will substantially impede the City’s administrative functions or the delivery of services to the public. 10. Resolution 2018-030 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. The purpose of this item is the approval of an intergovernmental agreement between the City of Fort Collins (City) and the Fort Collins Urban Renewal Authority (URA), which memorializes the terms of acceptance of $300,000 in URA support for the City’s Whitewater Park Project. The URA investment is provided in recognition of project benefits that will accrue to the North College URA plan area as a result of the project. Note: The URA Board will consider the Whitewater Park Project request the same evening this item is considered. Should the URA Board not support the Whitewater Park Project request, the intergovernmental agreement will not be entered into by the City and URA. 11. Resolution 2018-031 Consenting to the Dissolution of Harmony Technology Park Metropolitan District No. 1 and Harmony Technology Park Metropolitan District No. 3. The purpose of this item is to authorize the dissolution of Harmony Technology Park Metropolitan District No. 1 and No. 3 (collectively the “Districts”). City Council authorized the formation of Harmony Technology Park Metropolitan Districts No. 1, 2, and 3 by Resolution 2009-092 on September 15, 2009. The consolidated service plan (the “Service Plan”) for these districts contemplated a multi-district approach to follow phasing of the project. The two districts are not providing any services to the Harmony Technology Park development, all services are proved by the City, District No. 2 or other jurisdictions. Therefore, dissolving the two districts will have no adverse impact on services. END CONSENT City of Fort Collins Page 5 • CONSENT CALENDAR FOLLOW-UP This is an opportunity for Councilmembers to comment on items adopted or approved on the Consent Calendar. • STAFF REPORTS • COUNCILMEMBER REPORTS • CONSIDERATION OF COUNCIL-PULLED CONSENT ITEMS 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. 12. First Reading of Ordinance No. 045, 2018, Amending Chapter 7 of the City Code to Amend Requirements and Procedures for Elections. (staff: Delynn Coldiron, Rita Knoll; 10 minute staff presentation; 45 minute discussion) The purpose of this item is to clarify and improve various provisions in the City Code relating to municipal elections. Recommended changes include naming the City Clerk as the Designated Election Official, defining the terms “public announcement" and “registered agent”, and amending the time for candidates to file a financial disclosure statement when accepting nomination for office. Amendments are proposed for the registration and termination of committees and to allow for implementation of signature verification for the 2019 election. • 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.) • ADJOURNMENT City of Fort Collins Page 6 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, the citizens of Fort Collins, Colorado, strive to practice water conservation in their homes and at work; and WHEREAS, Fort Collins Utilities offers a variety of water conservation programs, services and educational tools for adults and youth; and WHEREAS, the average home may waste up to 10,000 gallons of water every year due to running toilets, dripping faucets and other leaks if not regularly maintained; and WHEREAS, the Environmental Protection Agency’s WaterSense program’s Fix a Leak Week encourages Americans to check household fixtures for leaks and repair any that are found; and WHEREAS, Fort Collins Utilities is a WaterSense partner and contributes to the well- being of local citizens through water efficiency, customer service, environmental protection, economic development and safety awareness as detailed in the Water Efficiency Plan. NOW, THEREFORE, I, Gerry Horak, Mayor Pro Tem of the City of Fort Collins, do hereby proclaim the week of March 19-25, 2018, as FIX A LEAK WEEK in Fort Collins to urge citizens to find and fix leaks and use water efficiently. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the City of Fort Collins this 20th day of March, A.D. 2018. __________________________________ Mayor Pro Tem ATTEST: _________________________________ City Clerk Packet Pg. 7 PROCLAMATION WHEREAS, music is an important element in the creative fabric of Fort Collins and brings our community together to celebrate creativity and diversity; and WHEREAS, the Northern Colorado New Horizon’s Band is just one of 200+ bands of the New Horizons International Music Association, an organization founded 25 years ago, with the philosophy that “. . . anyone can learn to play music at a level that will bring a sense of accomplishment and the ability to perform in a group”; and WHEREAS, the New Horizons band has been an essential part of the cultural fabric of Fort Collins for over 20 years, consistently producing professional-level concerts with accomplished avocational musicians and over; and WHEREAS, the New Horizons Band offers many opportunities for musicians over 50 to perform including: two concert bands, a Swing Band, a Dixieland Band, a Woodwind Ensemble, and a Handbell Choir; and WHEREAS, the New Horizons Band is unique among local performing arts groups in representing Fort Collins and bringing positive attention to Colorado’s Front Range, performing for people of all ages and backgrounds. NOW, THEREFORE, I, Gerry Horak, Mayor Pro Tem of Fort Collins do hereby proclaim the Northern Colorado New Horizons Band as the MAYOR’S HONORARY BAND in Fort Collins, to serve as goodwill ambassadors to grade school children, senior citizens, residents and visitors by sharing their musical talents and promoting life-long music enjoyment and practice. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the City of Fort Collins this 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _________________________________ City Clerk Packet Pg. 8 PROCLAMATION WHEREAS, excellence in education is vital to the success of our nation and to the City of Fort Collins; and WHEREAS, education prepares our students for the responsibilities and opportunities of the future and develops the intellect through lessons in literacy, math, and science; and WHEREAS, one shining example of what education ought to be was provided by the Rebbe, Rabbi Menachem Schneerson, a global spiritual leader who dedicated his life to the betterment of mankind. A tireless advocate for youth around the world, the Rebbe emphasized the importance of education and good character, and instilled the hope for a brighter future into the lives of countless people in America and across the globe; and WHEREAS, in recognition of the Rebbe's outstanding and lasting contributions toward improvements in world education, morality, and acts of charity, he has been awarded the Congressional Gold Medal, and the United States Congress has established his birth date as a national day to raise awareness and strength the education of our children; and WHEREAS, the United State Congress has established “Education and Sharing Day, USA” as an annual national day to commemorate the Rebbe’s achievements and the lessons and the vision he set forth are relevant to us all today; and WHEREAS, the character of our young people is strengthened by serving a cause greater than self and by the anchor of virtues, including courage and compassion. By instilling a spirit of service in our children, we create a more optimistic future for them and for our community. NOW, THEREFORE, I, Wade Troxell, Mayor of Fort Collins, do hereby proclaim Tuesday, March 27, 2018, as EDUCATION AND SHARING DAY and call upon government officials, educators, volunteers, and citizens to reach out to young people and work to create a better, brighter, and more hopeful future for all. IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the City of Fort Collins this 20th day of March, A.D. 2018. __________________________________ Mayor ATTEST: _________________________________ City Clerk Packet Pg. 9 Agenda Item 1 Item # 1 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Delynn Coldiron, City Clerk SUBJECT Consideration and Approval of the Minutes of the February 20, 2018 Regular Meeting and the February 27, 2018 Adjourned Meeting. EXECUTIVE SUMMARY The purpose of this item is to approve the minutes from the February 20, 2018 Regular Council meeting and the February 27, 2018 Adjourned Council meeting. ATTACHMENTS 1. February 20, 2018 (PDF) 2. February 27, 2018 (PDF) 1 Packet Pg. 10 City of Fort Collins Page 171 February 20, 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 stated there were no changes to the published agenda. Councilmember Overbeck withdrew Item No. 19, Resolution 2018-017 Approving Fort Fund Grant Disbursements, from the Consent Agenda. • CITIZEN PARTICIPATION Mary Kopco, Fort Collins Symphony Executive Director, invited Council and the audience to the Legends and Lore concert on March 3. She thanked the City for Fort Fund support. Maestro Wes Kenney, Fort Collins Symphony, discussed the upcoming Legends and Lore concert. Danica Smith, Fort Collins Symphony violinist, played three violin pieces. Caitlin Young discussed neighborhood livability and social health and opposed the three-unrelated ordinance. Eric Sutherland opposed Council’s consideration of Item No. 17, Items Relating to Marijuana Licensing, and stated the right to amend or repeal an Ordinance that has been adopted by the Fort Collins electorate lies solely with the electorate. Dan Dugal questioned why $20,000 is going to be spent on researching a fire pit ban and stated there have not been enough complaints to justify that expenditure. Matthew Wallenstein, Growcentia, Incorporated, supported the adoption of Item No. 17, Items Relating to Marijuana Licensing. Stacy Lynne stated the City does not have a central records manager or a digital system for maintaining documents. Creating a records manager position in the City Clerk’s Office would radically improve municipal efficiency and customer service. Mel Hilgenberg stated Jack Daniels is doing well in managed care and thanked City Manager Atteberry for moving him to his current location. Thomas Edwards thanked staff for plowing Lory Street and supported maintaining the three- unrelated ordinance. 1.1 Packet Pg. 11 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 172 • CONSENT CALENDAR 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. 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. (Adopted) 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. 2. Second Reading of Ordinance No. 018, 2018, Amending Chapter 23.5 of the Code of the City of Fort Collins Pertaining to Special Events. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, amends 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. Section 23.5-9 has been amended on Second Reading to clarify what takes place if the City Manager cannot review and make a determination on an appeal one full business day prior to the time and date of a special event. 3. Second 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) This Ordinance, unanimously adopted on First Reading on February 6, 2018, appropriates 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. 1.1 Packet Pg. 12 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 173 4. Second Reading of Ordinance No. 020, 2018, Appropriating Prior Year Reserves in the General Fund for Security Screening for Fort Collins Municipal Court. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, appropriates $159,832 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 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. The Ordinance has been amended for Second Reading. Because of the time required to obtain building permits and specialist construction materials for this project, the estimated completion time for this project has been pushed back to early September. The contract security guards labor cost has been reduced to reflect the new construction completion timeline. 5. Second Reading of Ordinance No. 021, 2018, Adopting the 2018 Classified Employees Pay Plan. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, adopts 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. 6. Second 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) This Ordinance, unanimously adopted on First Reading on February 6, 2018, amends 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. The Ordinance has been amended on Second Reading, to eliminate an incorrect reference to “and Operations” consistent with other changes made on first reading. 7. Second 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. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, annexes 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 1.1 Packet Pg. 13 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 174 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. 8. Second 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. This Ordinance, unanimously adopted on First Reading on February 6, 2018, zones 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 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. 9. Second 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. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, annexes 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. 10. Second 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. This Ordinance, unanimously adopted on First Reading on February 6, 2018, zones 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. 11. Second 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. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, annexes 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 1.1 Packet Pg. 14 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 175 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. 12. Second 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. This Ordinance, unanimously adopted on First Reading on February 6, 2018, zones 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. 13. Second 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. (Adopted) This Ordinance, unanimously adopted on First Reading on February 6, 2018, annexes 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. 14. Second 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. This Ordinance, unanimously adopted on First Reading on February 6, 2018, zones 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. 15 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 176 15. 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. (Adopted) 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. 16. First Reading of Ordinance No. 033, 2018, Appropriating Unanticipated Revenue in the General Fund for a Housing Catalyst PILOT Refund. (Adopted) 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. 17. Items Relating to Marijuana Licensing. (Adopted) 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. 18. First Reading of Ordinance No. 036, 2018, Declaring Certain City-Owned Property on East Vine Drive as Road Right-of-Way. (Adopted) 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. 19. Resolution 2018-018 Making Findings of Fact and Conclusions of Law Regarding the Appeal of the Planning and Zoning Board’s Decision Approving the Union on Elizabeth Project Development Plan/Final Plan PDP/FDP170024. (Adopted) The purpose of this item is to make Findings of Fact and Conclusions regarding the appeal (“Appeal”) of the Planning and Zoning Board’s Decision Approving the Union on Elizabeth Project Development Plan/Final Plan PDP/FDP170024. 1.1 Packet Pg. 16 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 177 20. Resolution 2018-019 Ratifying the Reappointment of Amanda Manges Quijano to the Poudre River Public Library District Board of Trustees. (Adopted) The purpose of this item is to ratify the reappointment of Amanda Manges Quijano to the Poudre River Library District Board of Trustees. Ms. Quijano was appointed to the Board through Resolution 2014- 019 on March 4, 2014, to begin immediately and to expire on February 28, 2018. The Committee comprised of Councilmembers Kristin Stephens and Bob Overbeck and County Commissioners Lew Gaiter and Steve Johnson, received a letter from Amanda Quijano requesting reappointment. The Selection Committee has recommended to the Council and the Commissioners that Ms. Quijano be reappointed to a four-year term, as provided in the Board's bylaws, expiring February 28, 2022. • END CONSENT • CONSENT CALENDAR FOLLOW-UP Mayor Troxell requested the City Attorney respond to comments on Item No. 17, Items Relating to Marijuana Licensing. City Attorney Daggett replied this item is in furtherance of a City- initiated voter approval which modified the original citizen-initiated marijuana item. The item is in exact conformance with voters’ most recent action related to marijuana regulation. • STAFF REPORTS Kevin Cronin, Assistant Police Chief, stated the drug take-back program connects to the City’s goals to leverage and improve collaboration with other agencies and to protect and provide a high- quality water supply. He stated UC Health is working on a second kiosk for drug disposal and the amount of prescription drugs being collected has been increasing. Fort Collins is partnering with the state to dispose of the collected drugs. Councilmember Cunniff thanked Cronin for the update and asked if prescription veterinary medications can also be taken back. Cronin replied in the affirmative. Councilmember Overbeck thanked staff for the follow up with the Attorney General’s Office. Councilmember Stephens requested a list of drop-off sites. Cronin replied there is a kiosk at the Police Service building, Walgreen’s, and the Snow Mesa and Harmony emergency room. The fourth site will be the emergency room at Poudre Valley Hospital. Councilmember Overbeck asked how take-back days are advertised. Cronin replied the two take- back days per year are presented on social media as well as the website. Social media is also utilized periodically to advertise the permanent drop locations. Councilmember Summers requested details regarding the biannual take-back days. Cronin replied Police and DEA officers spend the day in the Police Department parking lot and people can drive up and drop off any prescription drugs. Councilmember Cunniff asked about non-prescription drug take-backs. Cronin replied he would provide Council with that information. 1.1 Packet Pg. 17 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 178 • FORT COLLINS CITIZEN'S FINANCIAL REPORT Travis Storm, Accounting Director, stated the annual Citizens’ Financial Report has come about to expand transparency and community engagement in a more accessible way. The Report aligns with the City’s values of stewardship, integrity, and outstanding service to the community. In addition to standard financial data, the Report includes introductory-level community and economic data. Staff views the Report as an introduction to a broader portfolio of materials available on-line. Councilmember Martinez commended staff’s work to make the Report understandable. Mayor Pro Tem Horak suggested including information that describes how long taxes have been in place and how many times voters have approved various taxes. Councilmember Summers suggested including information that assets are mentioned at book value rather than market value. • COUNCILMEMBER REPORTS Councilmember Martinez reported on meeting with ASCSU and on speaking at the naturalization ceremony at Dunn Elementary School. Councilmember Cunniff reported on the wasteshed meeting and stated progress is being made on recommendations for a new landfill and various recycling alternatives. Mayor Troxell reported on Councilmembers and staff attending a meeting at the State Capitol where Fort Collins was presented with a proclamation recognizing the Malcolm Baldridge award received by the City. • CONSIDERATION OF COUNCIL-PULLED CONSENT ITEMS 21. Resolution 2018-017 Approving Fort Fund Grant Disbursements. (Adopted) The purpose of this item is to approve Fort Fund grants from the Cultural Development and Programming and Tourism Programming Accounts for the selected community and tourism events, based upon the recommendations of the Cultural Resources Board. Councilmember Overbeck withdrew from the discussion of this item due to a conflict of interest. Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to adopt Resolution 2018-017. Mayor Pro Tem Horak suggested Councilmembers should not need to recuse themselves when they represent Council. 1.1 Packet Pg. 18 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 179 RESULT: RESOLUTION 2018-017 ADOPTED [6 TO 0] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Martinez, Stephens, Summers, Troxell, Cunniff, Horak RECUSED: Overbeck • DISCUSSION ITEMS 22. 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. (Adopted on First Reading) 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. Sue Beck-Ferkiss, Social Policy and Housing Program Manager, stated the Fort Collins Affordable Housing Land Bank Program is the City’s only long-term affordable housing incentive. It is proactive rather than reactive and holds locations for future affordable housing projects. The program was established in 2001 and five properties were subsequently purchased. In 2014, the Horsetooth property was selected for development and an RFP was issued. Currently, the Land Bank has four holdings as one property was sold. Beck-Ferkiss stated staff has determined the purchase considerations in the original ordinance are adequate; however, new standards for sales considerations have been deemed beneficial. She discussed the public outreach process and proposed changes, which include allowing mixed-use when appropriate, considering recouping the entire market value of a piece of land deemed saleable, and tying the AMI standard to the Affordable Housing Strategic Plan. Rich Stave questioned the definitions of certain terms and stated these projects are realistically public property and should have some type of oversight involving the voting public. Councilmember Cunniff requested some clarity regarding the definitions prior to Second Reading. He also requested information as to how many more people would be eligible under the 80% AMI rule. Beck-Ferkiss replied the home ownership AMI was moved from 60% to 80% not only to allow additional people to access the program, but because that is a healthier income for home ownership. Councilmember Stephens commended the public outreach efforts and requested clarification about a few terms. She expressed concern with the possibility of inappropriate uses as part of a mixed- use development. She asked how much control the City would have over those tenants. Beck- Ferkiss replied the City has quite a bit of control. The mixed-use would only be allowed when the use is subordinate and supportive. Councilmember Stephens stated density seems to be an issue and asked how properties with appropriate density allotments can be sought. Clay Frickey, City Planner, replied staff has been looking for parcels that have a higher density; however, all current holdings are in the low-density, mixed-use district, which allows 12 dwelling units per acre. Staff is exploring increasing that density to 16 dwelling units per acre for land bank parcels only. 1.1 Packet Pg. 19 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 180 Mayor Pro Tem Horak made a motion, seconded by Councilmember Cunniff, to adopt Ordinance No. 037, 2018, on First Reading. Councilmember Overbeck stated he would support the motion and encouraged future conversations about art districts. Councilmember Stephens commended the public outreach and increased flexibility this allows. Mayor Pro Tem Horak asked how the citizen contribution to affordable housing projects is tracked. Beck-Ferkiss replied the Ordinance does not allow a parcel to be sold for more than 90% of the fair market value; the remainder is considered a subsidy and is considered part of the investment. She stated she would suggest partners include that financial information. RESULT: ORDINANCE NO. 037, 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 stated the Legislative Policy Agenda does not address legislation that might reduce gun violence. He requested and received Council support to direct the Legislative Policy Committee to discuss options. Mayor Pro Tem Horak requested staff look at records policies as suggested by Ms. Lynne. He suggested the Ethics Review Committee provide an opinion regarding Councilmembers recusing themselves for items related to committees on which they serve. Councilmember Overbeck noted he has donated personally to the Poudre Heritage Alliance. • ADJOURNMENT Mayor Pro Tem Horak made a motion, seconded by Councilmember Martinez, to adjourn to 6:00 p.m., Tuesday, February 27, 2018, for the purpose of hearing an appeal regarding the Johnson Drive Apartments Project Development Plan and for consideration of such other matters as may come before the Council. RESULT: ADOPTED [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ray Martinez, District 2 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak 1.1 Packet Pg. 20 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) February 20, 2018 City of Fort Collins Page 181 The meeting adjourned at 7:27 PM. ______________________________ Mayor ATTEST: ________________________________ City Clerk 1.1 Packet Pg. 21 Attachment: February 20, 2018 (6584 : Minutes-2/20, 2/27) City of Fort Collins Page 182 February 27, 2018 COUNCIL OF THE CITY OF FORT COLLINS, COLORADO Council-Manager Form of Government Adjourned Meeting – 12:00 AM • 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 Johnson Drive Apartments Project Development Plan PDP 170034. (Decision Upheld) The purpose of this item is to consider an appeal of the Planning and Zoning Board decision to approve Johnson Drive Apartments Project Development Plan. On February 1, 2018, an appeal was filed challenging the Planning and Zoning Board Decision made at the January 18, 2018 hearing. Mayor Troxell explained the quasi-judicial role Council will be playing in this hearing. City Attorney Daggett reviewed the appeal process. Parties-in-interest on both sides of the appeal identified themselves. Mayor Troxell outlined the time allotments for presentations and rebuttals. Tom Leeson, Planning Director, stated the proposed project is a 5-story, mixed-use building containing 192 rent-by-the-bedroom units. The 2.5-acre site also includes 261 off-street parking spaces and is located within the General Commercial zone in the Transit-Oriented Development overlay zone. Leeson outlined the assertions of the appeal and staff responses thereto. Mayor Troxell noted there was no organized site visit. He asked if there are any general procedural issues or concerns to be addressed. Eric Sutherland, appellant, stated his slide presentation includes a graphic, which is new evidence, to illustrate the view of the proposed project from a person who might be in the park. He stated the section of the Municipal Code that controls appeal proceedings states that written materials are not to be presented to Council prior to or during the appeal. He suggested Council proceed with consideration of this deficiency in the process by adopting, by vote of Council, an agreement that written materials such as the presentation that City staff just made and other materials that the applicant or the appellant wish to present shall be accepted into the hearing record. City Attorney Daggett replied the parties-in-interest and Council can confirm there is no objection to the Agenda Item Summary’s inclusion in the record. Mr. Sutherland requested the inclusion of slides as part of the record in the event of a future appeal. City Attorney Daggett replied any of those materials would be included in producing a record of this proceeding. Mr. Sutherland stated he erroneously misidentified a Land Use Code section in his appeal and discussed a previous appeal in which he claimed the City Code was not followed. 1.2 Packet Pg. 22 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) February 27, 2018 City of Fort Collins Page 183 Craig Russell, Russell Mills Studios and applicant, objected to Mr. Sutherland’s request to enter a new photo into evidence, noting Mr. Sutherland himself requested no new evidence be entered into the record. Mayor Troxell sustained the objection and asked Mr. Sutherland to remove the slide in question. Mr. Russell accepted the inclusion of all written materials as part of the standard procedure and objected to the consideration of the misidentified Code section. Mayor Troxell sustained the objection. Mr. Sutherland cautioned Council to avoid failures of due process. City Attorney Daggett suggested the applicant be given the opportunity to view the slide in question. (Secretary’s Note: The Council took a brief recess at this point in the proceeding.) Mr. Russell stated he was not offered appropriate time to rebut the photo in Mr. Sutherland’s presentation and maintained his objection. Councilmember Cunniff made a motion, seconded by Councilmember Summers, to accept all written materials, including the AIS and the slide presentations, less the objected slide, as part of the record of this proceeding. Yeas: Overbeck, Horak, Troxell, Stephens, Martinez, Summers and Cunniff. Nays: none. THE MOTION CARRIED. APPELLANT PRESENTATION Paul Patterson stated the PDP is not in compliance with the zone requirements accommodating pedestrians. Mr. Russell objected to Mr. Patterson’s showing of the slide in question as he was skipping past it. Mayor Troxell overruled the objection and requested Mr. Patterson remove the slide at this point in the meeting. (Secretary’s Note: The Council took a brief recess at this point in the proceeding.) Mayor Troxell stated, upon review of the notice of appeal, he will overrule the objection and allow for the slide to be shown. (Secretary’s Note: The Council took a brief recess at this point in the proceeding.) Mr. Patterson showed the slide in question and described the image which indicates the mass of the building. He stated it is difficult to see how the upper floors of the project will be set back far enough to preserve the viewscape from the park. Mr. Sutherland stated the crux of the appeal deals with the fact the Planning and Zoning Board granted conditions that allowed for the entire procedure to be amended on the spot. He stated the 1.2 Packet Pg. 23 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) February 27, 2018 City of Fort Collins Page 184 Board applied conditions which changed the procedure and discussed applicable case law. He stated erroneous arguments were made by staff in the AIS. Tom Pierce, appellant, stated this plan should return to the original plan of providing the pedestrian connection to the MAX and local shopping. Brian Dwyer, Fort Collins Muffler and Automotive, stated this project will likely be the downfall of his business due to its impact on parking. He requested the City allow his business to purchase additional permitted parking spaces for his employees. APPLICANT PRESENTATION Mr. Russell discussed the proposed project and stated the site was chosen partially because of the connectivity presented by the Spring Creek Trail and Mason Trail, and access to campus. He stated the project did not request any modifications, but did request one alternative compliance to utilize motion-sensor lighting. He discussed connections and related levels of service and noted there is a 25-foot grade change from the building to the top of the bank. In terms of Land Use Code Section 3.4.12, Visual Character within Natural Areas, Mr. Russell stated the natural area buffer standards were met through the performance standard criteria. The ecological characterization study concluded this is a highly degraded resource without much natural habitat present. The buffer distance requirement is being met and extensive work has been done to augment and enhance the natural habitat features with native plantings. Mr. Russell stated the finished floor of the building has been raised to get it out of the floodplain and above the base flood elevation. Mr. Russell stated the project has dedicated right-of-way required to create a local connector street. He discussed step backs, recessed windows, precast cornices, and other architectural features of the building. Mr. Russell stated parking for the project is provided per Land Use Code requirements. (Secretary’s Note: The Council took a brief recess at this point in the proceeding.) Councilmember Martinez stated the applicant mentioned Elevations Credit Union in his presentation and he wanted to make it known he sits on the Board of Directors for that organization; however, there is no connection between the Credit Union and the project other than a nearby location. APPELLANT REBUTTAL Mr. Patterson discussed the trash and recycling enclosure location and noted several comments were made that the project barely meets standards. Mr. Sutherland discussed the proposed pedestrian connections and stated they are undesirable; however, he stated it is possible for a more quality connection to be created. He stated conditions that change the procedure on the fly cannot be tolerated. 1.2 Packet Pg. 24 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) February 27, 2018 City of Fort Collins Page 185 APPLICANT REBUTTAL Mr. Patrick Quinn, Next Chapter Properties, reiterated the fact that Next Chapter Properties pursued this site specifically for its connectivity and access to campus. He stated the conditions placed on the project by the Planning and Zoning Board did not modify the procedure. Mr. Russell stated pedestrian level of service standards are met and noted easement or rights-of- way dedications cannot occur on other properties as part of this project. Councilmember Overbeck asked if there are fixed, identified spaces for the car share spaces. Mr. Russell replied in the affirmative and stated a specific service provider has yet to be identified. Councilmember Overbeck asked how the applicant can assure there will not be spillover parking into adjacent neighborhoods. Mr. Russell replied RP3 zones will be established along Spring Court and Johnson Drive; therefore, spillover parking will predominantly be managed through enforcement of the RP3 program. Councilmember Stephens asked about the transit passes, noting CSU students receive annual passes as part of their student fees. Leeson replied some TOD projects are not student-oriented and notations are made on plans about such requirements. Councilmember Cunniff asked if the applicants were referencing the Spring Creek buffer. Leeson replied the Code Section applies to the feature on the site, which is the Sherwood Lateral; Spring Creek is not on the site. Some analysis was done regarding the Sherwood Lateral view. Councilmember Cunniff asked if the conditions of approval would be considered major in terms of the scope of the project. Leeson replied staff would consider the conditions to be minor. The condition related to color was included in the presentation. Councilmember Cunniff asked if the scope of the condition related to the trash enclosures is similar to the scope of adjustments that may need to be made for any project. Leeson replied in the affirmative and stated these conditions are not unusual. Councilmember Martinez requested the appellants address their assertion of deceptive arguments made by staff. Mr. Sutherland replied the deceptive arguments stem from the idea that the conditions were not applied to the design parameters of the project; the conditions were applied to the procedure by which the project was approved. Councilmember Martinez requested a staff response to Mr. Sutherland’s comments. Leeson replied he is somewhat confused by the statement. The conditions of approval are similar to the level of other conditions of approval for other projects. These conditions were related to design. Mayor Pro Tem Horak asked how the City Attorney would respond to this allegation. City Attorney Daggett replied it is clear in the Land Use Code that the decision maker is authorized to impose conditions as part of the approval. In some cases, those conditions relate to assuring the project complies with the Land Use Code. Assistant City Attorney Brad Yatabe agreed with City Attorney Daggett and stated the Land Use Code does provide for the imposition of conditions of approval. If the conditions are accepted by the decision maker, those conditions can be used to satisfy the conditions of the Land Use Code. 1.2 Packet Pg. 25 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) February 27, 2018 City of Fort Collins Page 186 Councilmember Martinez stated the law is being followed based on that information. He asked if there is any constitutional issue as asserted by the appellants. Yatabe replied the appellant is reading the Land Use Code to state all standards must be satisfied in order for the decision maker to approve a project; however, he reads the Code to say there is the ability for conditions of approval to be put into place in order to meet those standards. Mayor Pro Tem Horak requested Mr. Sutherland respond. Mr. Sutherland replied the question of constitutional dimension is the specificity under which the demand mitigation strategies are detailed in the Land Use Code. Reasonable people could not agree upon what those meant, could not conclude they are enforceable, or that there will be a commensurate reduction in spillover parking by virtue of the application of those demand mitigation strategies. Yatabe stated Mr. Sutherland’s response did not relate to the issue of conditions of approval. He stated terms such as car share and transit pass are subject to a reasonable interpretation. Councilmember Martinez noted the College Avenue sidewalk going south from Johnson Avenue is narrow. He asked if that is related to the scope of this development or if the City will resolve that issue. Leeson replied the sidewalk along College Avenue was part of the evaluation for the level of service standards for the pedestrians that would be leaving or going to the site. Standards are established for five criteria and this project met the level of service standards for both the Mason and College connections. While the College Avenue sidewalk is not ideal and is not an “A” in terms of level of service, it did meet the level of service standards as required by Code. Staff does agree improvements need to be made to the sidewalk, and those improvements will likely be a capital improvement project in the future. Councilmember Cunniff stated staff found the project was compliant subject to two conditions of approval. He asked if the project was compliant prior to adding the conditions. Leeson replied it is not unusual to have projects at the PDP phase that still need design work and refined details with the final plan phase. Councilmember Cunniff asked if the original trash enclosure design would have been compliant with the Land Use Code. Leeson replied in the affirmative. Councilmember Cunniff asked about the condition related to the color. Leeson replied staff was concerned about one of the colors and the applicant made a change which was conveyed to the Planning and Zoning Board at the hearing. It was determined there was no harm in keeping the condition of approval despite the applicant making the change. Councilmember Cunniff stated he believes Council can find that the intent and belief were that the plan was compliant; however, process improvements are needed in terms of identifying whether conditions can be used to bring a project into compliance. Leeson noted the review of the project does not stop after the Planning and Zoning Board approval. Councilmember Cunniff suggested a future process improvement to make clear the conditions are either improvements or remands of the project back into the process because of deficiencies in meeting the Land Use Code. However, in this case, that was not the intent of these conditions. Councilmember Cunniff stated a fair hearing, compatible with usual and customary practices, was conducted; however, process improvements may be helpful for increasing transparency. The 1.2 Packet Pg. 26 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) February 27, 2018 City of Fort Collins Page 187 specific allegations raised by the appellant are not compelling evidence the Land Use Code was improperly interpreted. Councilmember Cunniff asked about the use of the location for wildlife. Rebecca Everette, Senior Environmental Planner, replied the area is not widely used because of the location of the railroad and embankment. The ecological characterization study found the Sherwood Lateral is used as a movement corridor by urban-adapted songbirds, small terrestrial wildlife, and aquatic organisms, but only on a very limited scale because of the embankment, College Avenue, and grated culverts. Councilmember Cunniff stated, based on that information, he finds the buffer Code has not been violated. Councilmember Stephens stated there is some vagueness related to the TOD definitions and it would be beneficial to further define terms in the future. She stated a pedestrian connection over the Sherwood Lateral does not necessarily improve the pedestrian connections in the area. Councilmember Martinez stated there has been no evidence the Land Use Code was improperly interpreted. Mayor Pro Tem Horak made a motion, seconded by Councilmember Stephens, that the Council find the Planning and Zoning Board conducted a fair hearing in its consideration of the Johnson Drive Apartments Project Development Plan PDP170034, and did not consider evidence relevant to its decision that was substantially false or grossly misleading, and, based on the evidence in the record and presented at this hearing, the appeal alleging the Planning and Zoning Board did not conduct a fair hearing is hereby found to be without merit and is denied. Mayor Pro Tem Horak stated it was apparent Boardmember Hansen made a motion which stated the project was compliant, not that it came into compliance with the conditions. Councilmember Summers stated the transcript seemed to show the Boardmembers felt constrained by the Land Use Code. The vote on the motion was as follows: Yeas: Horak, Troxell, Stephens, Martinez, Summers, Cunniff and Overbeck. Nays: none. THE MOTION CARRIED. Mayor Pro Tem Horak made a motion, seconded by Councilmember Stephens, to uphold the decision of the Planning and Zoning Board approving the Johnson Drive Apartments Project Development Plan PDP170034 because the Board properly interpreted and applied the relevant provisions of the Land Use Code cited in the appeal notice, and that based on the evidence in the record and presented at this hearing, the appeal is hereby found to be without merit and is denied. Mayor Pro Tem Horak stated this project meets Land Use Code standards and the decision is not about how much over the standards the project went. He stated it would be difficult for a development to have to comply with something that is not specified, as in the case of the pedestrian connection. 1.2 Packet Pg. 27 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) February 27, 2018 City of Fort Collins Page 188 RESULT: PLANNING AND ZONING BOARD DECISION UPHELD [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Kristin Stephens, District 4 AYES: Martinez, Stephens, Summers, Overbeck, Troxell, Cunniff, Horak • OTHER BUSINESS Councilmember Cunniff requested the City Manager prepare a report on the current or contemplated pedestrian connectivity plans for the area. Councilmember Stephens requested a report related to the Economic Health Department’s assistance for businesses such as Mr. Dwyer’s. Councilmember Overbeck stated Council will be receiving information from the Race Equity and Leadership committee with the National League of Cities. • ADJOURNMENT The meeting adjourned at 8:55 PM. ______________________________ Mayor ATTEST: ________________________________ City Clerk 1.2 Packet Pg. 28 Attachment: February 27, 2018 (6584 : Minutes-2/20, 2/27) Agenda Item 2 Item # 2 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Meagan Smith, Water Resources Engineer Donnie Dustin, Water Resources Manager Eric Potyondy, Legal SUBJECT Second 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 This Ordinance, unanimously adopted on First Reading on March 6, 2018, approves 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 Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (PDF) 2. Ordinance No. 038, 2018 (PDF) 2 Packet Pg. 29 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 ATTACHMENT 1 2.1 Packet Pg. 30 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6585 : SR 038 Raw Water Rates) 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. 2.1 Packet Pg. 31 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6585 : SR 038 Raw Water Rates) 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. 2.1 Packet Pg. 32 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6585 : SR 038 Raw Water Rates) 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) 2.1 Packet Pg. 33 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6585 : SR 038 Raw Water Rates) -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: 2.2 Packet Pg. 34 Attachment: Ordinance No. 038, 2018 (6585 : SR 038 Raw Water Rates) -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 2.2 Packet Pg. 35 Attachment: Ordinance No. 038, 2018 (6585 : SR 038 Raw Water Rates) -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 2.2 Packet Pg. 36 Attachment: Ordinance No. 038, 2018 (6585 : SR 038 Raw Water Rates) Agenda Item 3 Item # 3 Page 1 AGENDA ITEM SUMMARY March 20, 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 Second 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 This Ordinance, unanimously adopted on First Reading on March 6, 2018. approves 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 Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (PDF) 2. Ordinance No. 039, 2018 (PDF) 3 Packet Pg. 37 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. ATTACHMENT 1 3.1 Packet Pg. 38 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6583 : SR 039 211 S Bryan Lease) 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) 3.1 Packet Pg. 39 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6583 : SR 039 211 S Bryan Lease) -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: 3.2 Packet Pg. 40 Attachment: Ordinance No. 039, 2018 (6583 : SR 039 211 S Bryan Lease) -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. 3.2 Packet Pg. 41 Attachment: Ordinance No. 039, 2018 (6583 : SR 039 211 S Bryan Lease) -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 3.2 Packet Pg. 42 Attachment: Ordinance No. 039, 2018 (6583 : SR 039 211 S Bryan Lease) Agenda Item 4 Item # 4 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Tawnya Ernst, Real Estate Specialist III Nicole Hahn, Civil Engineer II Ingrid Decker, Legal SUBJECT Second Reading of Ordinance No. 040, 2018, Declaring Certain City-Owned Property at Arapaho Bend Natural Area as Road Right-of-Way. EXECUTIVE SUMMARY This Ordinance, unanimously adopted on First Reading on March 6, 2018, converts 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 Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (PDF) 2. Ordinance No. 040, 2018 (PDF) 4 Packet Pg. 43 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. 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. ATTACHMENT 1 4.1 Packet Pg. 44 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6586 : SR 040 Arapaho Bend ROW) Agenda Item 9 Item # 9 Page 2 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) 4.1 Packet Pg. 45 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6586 : SR 040 Arapaho Bend ROW) -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 4.2 Packet Pg. 46 Attachment: Ordinance No. 040, 2018 (6586 : SR 040 Arapaho Bend ROW) -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 4.2 Packet Pg. 47 Attachment: Ordinance No. 040, 2018 (6586 : SR 040 Arapaho Bend ROW) 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 4.2 Packet Pg. 48 Attachment: Ordinance No. 040, 2018 (6586 : SR 040 Arapaho Bend ROW) 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 4.2 Packet Pg. 49 Attachment: Ordinance No. 040, 2018 (6586 : SR 040 Arapaho Bend ROW) Packe Packe Agenda Item 5 Item # 5 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Tawnya Ernst, Real Estate Specialist III Mark Sears, Natural Areas Manager Ingrid Decker, Legal SUBJECT Second 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 This Ordinance, unanimously adopted on First Reading on March 6, 2018, authorizes 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 Second Reading. ATTACHMENTS 1. First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (PDF) 2. Ordinance No. 041, 2018 (PDF) 5 Packet Pg. 52 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. ATTACHMENT 1 5.1 Packet Pg. 53 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6587 : SR 041 Soaring Vista Easement) 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) 5.1 Packet Pg. 54 Attachment: First Reading Agenda Item Summary, March 6, 2018 (w/o attachments) (6587 : SR 041 Soaring Vista Easement) -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. 5.2 Packet Pg. 55 Attachment: Ordinance No. 041, 2018 (6587 : SR 041 Soaring Vista Easement) -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 5.2 Packet Pg. 56 Attachment: Ordinance No. 041, 2018 (6587 : SR 041 Soaring Vista Easement) 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 6 Item # 6 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Bob Adams, Recreation Director Cyril Vidergar, Legal SUBJECT First Reading of Ordinance No. 042, 2018, Appropriating Unanticipated Revenue Received From the Estate of Marjorie J. McTaggart in the Recreation Fund to be Paid to the Fort Collins Senior Center Endowment Fund For Use to Benefit the Senior Center. EXECUTIVE SUMMARY The purpose of this item is to recognize receipt of and appropriate a gift from the Estate of Marjorie J. McTaggart for the Fort Collins Senior Center in the amount of $38,581.00. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION Marjorie J. McTaggart, a long-time resident of Fort Collins and author, left several of her written works and a financial portion of her estate to the City of Fort Collins for the benefit of the Senior Center. The financial gift totaled $38,581 from the Estate’s residuary proceeds to be used for senior programs at the Senior Center. In 2016, Fort Collins Museum of Discovery archivists also inspected and preserved in the museum archives two donated copies of Ms. McTaggart’s written works: “Views from the Far Side of the Hill: Wit and Wisdom for the Senior Years” and “Blonde in a Brunette Country”. By adopting this Ordinance, the Council acknowledges and agrees to the conditions of Ms. McTaggart’s financial gift that the funds be appropriated and used for the Senior Center. Upon appropriation, the financial gift from the Estate paid to the Fort Collins Senior Center Endowment Fund, with the Community Foundation of Northern Colorado, and distributed pursuant to the terms of a Designated Endowment Agreement through the Recreation Fund for the benefit of the Senior Center. The City is deeply grateful to Ms. McTaggart for these very generous gifts and will use the proceeds wisely to benefit senior women’s programs at this venerable Fort Collins institution. CITY FINANCIAL IMPACTS The Ordinance appropriates $38,581 for the benefit of the Senior Center. ATTACHMENTS 1. Designated Endowment Agreement Between Fort Collins Senior Center Council and Community Foundation of Northern Colorado (PDF) 6 Packet Pg. 60 ATTACHMENT 1 -1- ORDINANCE NO. 042, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIATING UNANTICIPATED REVENUE RECEIVED FROM THE ESTATE OF MARJORIE J. MCTAGGART IN THE RECREATION FUND TO BE PAID TO THE FORT COLLINS SENIOR CENTER ENDOWMENT FUND FOR USE TO BENEFIT THE SENIOR CENTER WHEREAS, Marjorie J. McTaggart, a long-time resident of Fort Collins and author left a portion of her estate to the City of Fort Collins for the benefit of the Senior Center; and WHEREAS, Ms. McTaggart’s last will and testament provides that two volumes of her writings be donated to the City: “Views from the Far Side of the Hill: Wit and Wisdom for the Senior Years” and “Blonde in a Brunette Country”, and that $38,581 from her estate is to be donated for the exclusive use of senior programs at the Senior Center; and WHEREAS, the donated copies of Ms. McTaggart’s written works have been preserved in the City’s historic archives at the Fort Collins Museum of Discovery; and WHEREAS, in 1989, the private non-profit Fort Collins Senior Center Council established an endowment fund with the Community Foundation of Northern Colorado (the “Community Foundation”) to specifically benefit Senior Center programming and capital expenses (the “Senior Center Endowment Fund”); and WHEREAS, the Community Foundation holds the Senior Center Endowment Fund, and through an agreement with the Foundation, the Recreation Fund receives a perpetual source of interest income on which the Senior Center may draw to support programs at the facility; and WHEREAS, Recreation staff has deposited a prior will bequest to the Senior Center into the Senior Center Endowment Fund in order to leverage the combined assets of those donations into a perpetual stream of revenue exclusively for the Senior Center; and WHEREAS, funds deposited into the Senior Center Endowment Fund are considered assets of the Community Foundation unless the terms of a deposit provide otherwise and those conditions may include potential return of a gift principle if requested by City Council; and WHEREAS, City staff has recommended the $38,581 financial bequest from the McTaggart Estate be deposited in the Senior Center Endowment Fund administered by the Community Foundation to be drawn on to support Senior Center women’s programming; 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 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 the appropriation of the revenue as described herein will not cause the total amount appropriated in the Recreation Fund to exceed Packet Pg. 64 -2- the current estimate of actual and anticipated revenues to be received in that fund during any fiscal year; and WHEREAS, the City Council hereby finds that the appropriation in the amount of Ms. McTaggart’s financial bequest 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 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 acknowledges and agrees that Ms. McTaggart’s financial gift to the City under her will is a conditional gift requiring it be appropriated and used exclusively for the benefit of senior programs at the Senior Center. Section 3. That there is hereby appropriated for expenditure from unanticipated revenue in the Recreation Fund the sum of THIRTY-EIGHT THOUSAND FIVE HUNDRED EIGHTY-ONE DOLLARS ($38,581) to be paid to the Community Foundation for deposit in the Senior Center Endowment Fund held and administered by the Community Foundation, to be used for the exclusive benefit of the Senior Center located at 1200 Raintree in Fort Collins. Introduced, considered favorably on first reading, and ordered published this 20th day of March, A.D. 2018, and to be presented for final passage on the 3rd day of April, A.D. 2018. __________________________________ Mayor Pro Tem ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 3rd day of April, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 65 Agenda Item 7 Item # 7 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Caleb Feaver, Civil Engineer I Chris Van Hall, Legal SUBJECT First Reading of Ordinance No. 043, 2018, Appropriating Unanticipated Revenue into the Capital Project Fund for the North College Improvements Project – Canal to State Highway 1 and for Transfer from the Capital Project Fund to the Cultural Services and Facilities Fund for the Art in Public Places Program. EXECUTIVE SUMMARY The purpose of this item is to appropriate unanticipated revenue in the amount of $156,144 into the Capital Project Fund for the North College Improvements Project-Canal to State Highway 1. Funds to be appropriated were collected as a payment-in-lieu of frontage improvement obligations from a recent development near the Project location. After this appropriation, the total appropriated funding for the Project will be approximately $2.35 million. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION North College Avenue (US Highway 287) is a major thoroughfare for both the City of Fort Collins and the Colorado Department of Transportation (CDOT). In 2016, the City finished rehabilitating the North College corridor within the City limits through the addition of multi-modal, roadway, urban design, and utility improvements. CDOT is currently constructing improvements on US Highway 287 from State Highway 1 to the LaPorte Bypass. Following previous City improvements along the North College Corridor and CDOT’s current project, a gap in pedestrian and bicycle infrastructure will exist along both sides of US Highway 287 for approximately 1,000 feet. The area of missing infrastructure includes a crossing over the Larimer & Weld Canal. In 2012, the City was awarded federal Congestion Mitigation and Air Quality (CMAQ) funds by the North Front Range Metropolitan Planning Organization (NFRMPO) to initiate a project addressing the lack of pedestrian and bicycle facilities along US Highway 287 between the city limits and State Highway 1. In 2017, Larimer County was awarded federal Transportation Alternatives Program (TAP) funds which were transferred to the City for the construction of the Project. Additional funds from Transportation Capital Expansion Fees and developer contributions have also been appropriated to the project. Following this developer contribution appropriation, total project funding will be $2,351,970. Because the developer contributions are restricted in use to the geographic area of development, the funds are being appropriated to this Project. By appropriating these restricted funds, less restricted funds may become available for other uses should the Project be completed under budget. 7 Packet Pg. 66 Agenda Item 7 Item # 7 Page 2 The Project is both inside the City limits and unincorporated Larimer County, and is located on US Highway 287 (a CDOT managed road). The City, County, and CDOT are coordinating to reconstruct the roadway, install two pedestrian bridges over the Larimer & Weld Canal and construct sidewalks from the Canal to Highway 1. The City’s project is in the final design phase and right-of-way acquisition phase. The City’s project will bid in the summer of 2018, and all construction work from the Larimer & Weld Canal to the Laporte bypass will be complete in late 2018. Because the total Project cost is over $250,000, 1% of the appropriated funds will be appropriated to APP in accordance with City Code. CITY FINANCIAL IMPACTS The following is a summary of the project funding: Prior Appropriated Funds Federal Funds (CMAQ and TAP Grants, and Local Matching Funds from City and Larimer County) $1,718,323 Transportation Capital Expansion Fee Funds $400,000 Developer Contributions $77,503 Funds to be Appropriated with this Action Developer Contributions $156,144 Total Current Project Budget $2,351,970 Transfer to Art in Public Places $1,561 PUBLIC OUTREACH City staff is maintaining a project website through the Engineering homepage as the first resource for public outreach. Staff has met with various stakeholders including the North Fort Collins Business Association, property and business owners, local residents, the Larimer & Weld Canal Company and Bicycle Fort Collins. Staff will continue to meet with stakeholders through property acquisition and construction. ATTACHMENTS 1. Project Location map (PDF) 7 Packet Pg. 67 ATTACHMENT 1 7.1 Packet Pg. 68 Attachment: Project Location map (6563 : N College Improvements Appropriation) -1- ORDINANCE NO. 043, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIATING UNANTICIPATED REVENUE IN THE CAPITAL PROJECTS FUND FOR THE NORTH COLLEGE IMPROVEMENTS PROJECT - CANAL TO STATE HIGHWAY 1 PROJECT AND TRANSFERRING APPROPRIATIONS FROM THE CAPITAL PROJECT FUND TO THE CULTURAL SERVICES AND FACILITIES FUND FOR THE ART IN PUBLIC PLACES PROGRAM WHEREAS, North College Avenue (US Highway 287) is a major thoroughfare for both the City of Fort Collins and the Colorado Department of Transportation (CDOT); and WHEREAS, in 2016, the City finished rehabilitating the North College corridor within the City limits through the addition of a multi-modal, roadway, urban design, and utility improvements; and WHEREAS, CDOT is currently constructing improvements on US Highway 287 from State Highway 1 to the LaPorte Bypass; and WHEREAS, following the previous City improvements along the North College Corridor and CDOT’s current project, a gap in pedestrian and bicycle infrastructure will exist along both sides of US Highway 287 for approximately 1,000 feet, including a missing crossing over the Larimer and Weld Canal; and WHEREAS, in 2012, the City was awarded federal Congestion Mitigation and Air Quality (CMAQ) funds by the North Front Range Metropolitan Planning Organization (NFRMPO) to initiate a project addressing the lack of pedestrian and bicycle facilities along US Highway 287 between the City limits and State Highway 1 (the “Project”); and WHEREAS, including funds from Larimer County pursuant to a federal Transportation Alternatives Program grant that were previously appropriated, additional funds from the City’s Transportation Capital Expansion Fees and the developer contributions that have previously been appropriated to the Project, the current Project budget is $2,195,826; and WHEREAS, an additional $156,143.63 in developer contributions, which contributions were collected as payment-in-lieu of frontage improvement obligations from a recent development near the Project location, is available for appropriation to the Project, bringing the Project budget to a new total of $2,351,969.63; 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, Article V, Section 10 of the City Charter authorizes the City Council to transfer by ordinance any unexpended and unencumbered appropriated amount or portion thereof Packet Pg. 69 -2- from one fund or capital project to another fund or capital project, provided that the purpose for which the transferred funds are to be expended remains unchanged; the purpose for which the funds were initially appropriated no longer exists; or the proposed transfer is from a fund or capital project in which the amount appropriated exceeds the amount needed to accomplish the purpose specified in the appropriation ordinance; and WHEREAS, this Project involves total estimated construction cost of more than $250,000, as such, Section 23-304 of the City Code requires one percent of these qualified appropriations to be transferred to the Cultural Services and Facilities Fund for a contribution to the Art in Public Places (APP) program; and WHEREAS, this appropriation benefits public health, safety, and welfare of the citizens of Fort Collins and serves the public purpose of enhancing roadways, pedestrian paths 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 Capital Expansion Fee Fund and 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 unanticipated revenue in the Capital Projects Fund the sum of ONE HUNDRED FIFTY-SIX THOUSAND ONE HUNDRED FORTY-FOUR DOLLARS ($156,144) for the North College Improvements Project - Canal to State Highway 1 Project and appropriated therein. Section 3. That the unexpended appropriated amount of ONE THOUSAND TWO HUNDRED EIGHTEEN DOLLARS ($1,218) in the Capital Projects Fund - North College Improvements Project - Canal to State Highway 1 Project is authorized for transfer to the Cultural Services and Facilities Fund and appropriated therein for Art in Public Places projects. Section 4. That the unexpended appropriated amount of THREE HUNDRED FORTY-THREE DOLLARS ($343) in the Capital Projects Fund - North College Improvements Project - Canal to State Highway 1 Project is authorized for transfer to the Cultural Services and Facilities Fund and appropriated therein for the Art in Public Places Program Maintenance and Operations. Packet Pg. 70 -3- Introduced, considered favorably on first reading, and ordered published this 20th day of March, A.D. 2018, and to be presented for final passage on the 3rd day of April, A.D. 2018. __________________________________ Mayor Pro Tem ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 3rd day of April, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 71 Agenda Item 8 Item # 8 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Wendy Bricher, Financial Coordinator Susie Gordon, Environmental Program Manager Judy Schmidt, Legal SUBJECT First Reading of Ordinance No. 044, 2018, Appropriating Prior Year Reserves in the General Fund for Waste Reduction and Diversion Projects Approved as Part of the Waste Innovation Program. EXECUTIVE SUMMARY The purpose of this item is to move $111,000 accumulated during 2017 in the Waste Innovation Fund account into the City’s General Fund account for approved projects to develop new organizational processes that enable departments to divert more waste material from landfill disposal. STAFF RECOMMENDATION Staff recommends adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION The City Manager created a fund in 2010 to pay for new projects that improve the City’s organizational ability to divert waste generated by municipal activities from being disposed in the Larimer County landfill. Discarded material and trash that City crews self-haul to the landfill is charged only 35 cents per cubic yard by Larimer County Solid Waste Department, which is passed through in payment to the state for landfill regulatory management and monitoring programs. The balance of the regular “tipping fee” at the landfill ($6.05 per cubic yard) is placed in the City’s Waste Innovation Program (WIP) fund. WIP revenues are received from 15 City departments that self-haul various types of waste the landfill in truckloads. An interdepartmental group of employees participates in reviewing proposals that are received from departments. Members of this group are also “waste reduction champions” throughout the organization and communicate with crews about how to best apply Best Management Practices in City operations. During 2018, five applications have been received (requesting $38,406 in funding) for waste reduction/recycling projects, ranging from increasing waste receptors in parks to a research-based pilot project to repurpose alum “flocculent”, which is a by-product from the Water Treatment plant. During the remainder of the year, additional projects that are proposed will also be eligible for funding from the Waste Innovation Program. CITY FINANCIAL IMPACTS The appropriation will make $111,000 available for emerging City organization waste reduction projects. The 2018 expenditures include $38,406 to fund five projects that were submitted in Q1 for approval. Staff proposals that are submitted to the Waste Innovation Program during Q2-Q4 will continue to be competitively reviewed 8 Packet Pg. 72 Agenda Item 8 Item # 8 Page 2 and awarded, enabling new cost-savings measures to be put into practice by field crews throughout the organization. 8 Packet Pg. 73 -1- ORDINANCE NO. 044, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROPRIATING PRIOR YEAR RESERVES IN THE GENERAL FUND FOR WASTE REDUCTION AND DIVERSION PROJECTS APPROVED AS PART OF THE WASTE INNOVATION PROGRAM WHEREAS, in 2010, the City created the Waste Innovation Program (the “WIP”) fund where funds for the program are held in a reserve account in the General Fund; and WHEREAS, the funds are used to administer grants that allow City departments to initiate new waste diversion and recycling projects with special attention to departments that have larger quantities of waste that is self-hauled to the Larimer County Landfill; and WHEREAS, an interdepartmental group of employees reviews proposals for incorporating waste reduction, promoting recycling strategies, and awarding funds when requests are received from participating City departments; and WHEREAS, in 2018 to date five applications have been received (requesting $38,406 in funding) for waste reduction/recycling projects, ranging from increasing waste receptors in parks to a research-based pilot project to repurpose alum “flocculent”, which is a by-product from the Water Treatment plant; and WHEREAS, staff proposals that are submitted to the Waste Innovation Program during the remainder of 2018 will continue to be competitively reviewed and additional projects that are approved will be eligible for funding from the Waste Innovation Program; 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 available from reserves accumulated in prior years, notwithstanding that such reserves were not previously appropriated; and WHEREAS, the Financial Officer has determined that the appropriations as described herein are available and previously unappropriated in the General 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 General Fund the sum ONE HUNDRED ELEVEN THOUSAND DOLLARS ($111,000) for waste reduction and diversion projects to be approved as part of the Waste Innovation Program. Packet Pg. 74 -2- Introduced, considered favorably on first reading, and ordered published this 20th day of March, A.D. 2018, and to be presented for final passage on the 3rd day of April, A.D. 2018. __________________________________ Mayor Pro Tem ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 3rd day of April, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 75 Agenda Item 9 Item # 9 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Gerry Paul, Director of Purchasing & Risk Management Dan Coldiron, Chief Information Officer Ryan Malarky, Legal SUBJECT Resolution 2018- 029 Approving an Exception to the Use of a Competitive Process for an Enterprise License Agreement with ESRI for GIS Software. EXECUTIVE SUMMARY The purpose of this item is to request an exception to the use of a competitive bid or proposal process for the purchase of a three-year Enterprise License Agreement (ELA) from ESRI, as the alternative is contrary to the City’s best interests. ESRI’s suite of Geographic Information System (GIS) software products are used throughout the City by many departments. The software and its data are integral to several other software solutions. The ELA is a cost-effective approach that allows for an unlimited number of users to make use of this software and also provides for access to future upgrades, updates and patches. ESRI’s software is proprietary and is only available through them; they do not work with resellers. Exception to Competitive Bid or Proposal Rationale: Section 8-161(d)(1)b. Although there exists more than one (1) responsible source a competitive process cannot reasonably be used or, if used, will result in a substantially higher cost to the City, will otherwise injure the City’s financial interest, or will substantially impede the City’s administrative functions or the delivery of services to the public. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION The City started using ESRI software in 1994. It was selected as the City’s GIS software solution through a competitive bid process. For twenty years the ESRI software, data and analysis has been used in the City to support mapping and decision making. The mapping and analysis provided by the software is used to help facilitate discussions and make decisions. These GIS products are used to help City Council make informed decisions about potential ordinances. The desktop solution is also used to produce high quality production maps for the public. These maps are used by the public to navigate and find the locations of specific parks, trails, etc. A few examples of the mapping products that have been created for this purpose include the Natural Areas map, individual natural area brochures and the Trails map. ESRI Server software is used to provide internet mapping solutions to assist the public and staff find locations, information and help make decisions all from within an internet browser. These maps include the real time Rain/Stream flow map, Current Development Proposals, FCMaps and the internal Capital Projects site. ESRI Server software also provides a way to store and edit data in an Oracle database environment. This allows for multiple users to access and edit data in different versions of the database with tools for conflict resolution. This is how most of enterprise GIS data is stored and edited. 9 Packet Pg. 76 Agenda Item 9 Item # 9 Page 2 ESRI software also has mobile solutions that work on GPS devices, offering easier ways to capture data in the field and integrate it into these databases. ESRI is the industry leader in GIS software and as such, several other software vendors integrate ESRI data and software into their products. Certain solutions that are utilized by the City require ESRI software integration to operate correctly, such as: 1. The Streets department’s work order and asset management system (CityWorks). 2. Utilities Services’ asset management system (Maximo). 3. Code Compliance’s mobile violation solution (Accela Mobile Office). 4. Building Inspection permitting system (Accela Automation). 5. Development Review’s workflow software (Accela Automation). 6. Access Fort Collins integrates with GIS Services 7. 911 system data is generated with the software (Tiburon/Maverick). Without the ELA renewal, staff would need to go out to bid for new software or switch to a yearly maintenance model which would be much more expensive and not allow for the use of unlimited licenses. Due to the integration of so many systems, it would not be feasible to change the software used and there would be major impacts to the daily operations of the City. CITY FINANCIAL IMPACTS The City has been using ESRI software for over 20 years. ESRI software holds the largest market share for GIS software making it much easier to hire people with experience using this software. Currently there are about 400 desktop installs of the ESRI software. These are all managed by a license server allowing for approximately 80 concurrent users of the software. If the City would switch to a yearly maintenance model with a vendor other than ESRI, there would be a significant cost increase and a decrease in the number of licenses. The yearly maintenance for our current licensing would run approximately $147,460 or approximately 18% more than the licensed server. Staff recommends allowing an exception to the competitive bid or proposal process for the purchase of the ESRI ELA for an additional term of three (3) years at an estimated total cost of $390,000, per City Code Section 8-161(d)(1)b. 9 Packet Pg. 77 -1- RESOLUTION 2018-029 OF THE COUNCIL OF THE CITY OF FORT COLLINS APPROVING AN EXCEPTION TO THE USE OF A COMPETITIVE PROCESS FOR AN ENTERPRISE LICENSE AGREEMENT WITH ESRI FOR GIS SOFTWARE WHEREAS, Section 8-161(d)(1)b. of the City Code authorizes the Purchasing Agent to negotiate the purchase of supplies and services without utilizing a competitive bidding or proposal process where the Purchasing Agent determines that although there is more than one source, the competitive process cannot reasonably be used, or if used will result in a substantially higher cost to the City, will otherwise injure the City’s financial interests or will substantially impede the City’s administrative functions or the delivery of services to the public; and WHEREAS, in 1994, the City used a competitive process to select ESRI as the City’s geographic information system (“GIS”) software solution (the “Software”); and WHEREAS, over the course of over 20 years, the City has integrated the use of the Software into multiple aspects of the City’s operations to provide City Council, staff, and the public with reliable GIS information; and WHEREAS, City staff also uses the Software to provide information to City Council to assist it in making decisions on ordinances and policy matters; and WHEREAS, the City utilizes other software solutions that must be integrated with the Software to work properly, such as Utilities Services’ asset management software, Development Review Department’s workflow software, and Access Fort Collins; and WHEREAS, the City desires to continue to use the Software, which is in the City’s best interests and will save significant time and cost; and WHEREAS, the estimated total cost for the Software license for an additional term of three years is $390,000; and WHEREAS, funding for the license for 2018 is estimated to be $125,000, and such funds are authorized in the current budget to come from the Data and Communications Fund; WHEREAS, the estimated cost for 2019 is $130,000 and the estimated cost for 2020 is $135,000; and WHEREAS, funding for 2019 and 2020 will be requested through the Budgeting for Outcomes Process; and WHEREAS, the City’s Purchasing Agent has determined that although there is more than one source for GIS software solutions, the competitive process, if used, would result in a substantially higher cost to the City, would otherwise injure the City’s financial interests, and would substantially impede the City’s administrative functions or the delivery of services to the public; and Packet Pg. 78 -2- WHEREAS, the City Purchasing Agent and other City staff recommend the adoption of this Resolution; and WHEREAS, Section 8-161(d)(3) of the City Code requires prior approval of this purchasing method by the City Council for all procurements which exceed $200,000. 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 City Council hereby approves the purchase of a three-year Enterprise License Agreement from ESRI, as an exception to the City’s competitive purchasing process requirements, for the reasons set forth herein. Section 3. That the Purchasing Agent may use this approval, as authorized in City Code Section 8-161(d)(4), as the basis for negotiating the additional purchase of services from ESRI for up to two additional one-year terms extending through May 2023. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 20th day of March, A.D. 2018. _________________________________ Mayor Pro Tem ATTEST: _____________________________ City Clerk Packet Pg. 79 Agenda Item 10 Item # 10 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Patrick Rowe, Redevelopment Program Coordinator John Duval, Legal SUBJECT Resolution 2018-030 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. EXECUTIVE SUMMARY The purpose of this item is the approval of an intergovernmental agreement between the City of Fort Collins (City) and the Fort Collins Urban Renewal Authority (URA), which memorializes the terms of acceptance of $300,000 in URA support for the City’s Whitewater Park Project. The URA investment is provided in recognition of project benefits that will accrue to the North College URA plan area as a result of the project. Note: The URA Board will consider the Whitewater Park Project request the same evening this item is considered. Should the URA Board not support the Whitewater Park Project request, the intergovernmental agreement will not be entered into by the City and URA. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION Whitewater Park Project Description The Whitewater Park is a planned 12.5-acre park that includes world class whitewater features, park gathering spaces, river overlooks, fish passage and habitat, stormwater improvements and restoration of the area. The project will include many items beyond the whitewater features, such as art in public places, road improvements, parking, pedestrian circulation, gathering spaces, wetlands and restoration, historic preservation and interpretation, removing the Coy diversion structure and south bank walls, cleaning up industrial properties, and creating a stormwater basin that returns water to the river. The project also includes a layout that supports future trails, pedestrian bridge, and an upper terrace gathering space that can be enhanced without the need for Federal Emergency Management Agency or US Corps of Engineers permitting. Project Funding The Whitewater Park project has existing funding sources of approximately $9.5M. At this funding level, a number of project components were removed to size the project to the available funds. The City is currently pursuing a strategy to increase funding to add back many of these project components, including the pedestrian bridge and other high interest elements. As outlined in the February 27 City Council Work Session, the URA remains a critical piece of this funding strategy. 10 Packet Pg. 80 Agenda Item 10 Item # 10 Page 2 CITY FINANCIAL IMPACTS Should the URA Board approve the Whitewater Park Project request, the City will enter into the Intergovernmental Agreement whereby the URA will provide the City $300,000 for the Whitewater Park Project. ATTACHMENTS 1. Location Map (PDF) 10 Packet Pg. 81 _ E S uniga Rd E Wil l ox Ln W Willox Ln E Vine Dr ÕZYXW ³I _ Whitewater Park Project North College Plan Area I Location Map URA - Whitewater Park Project P oudr e R i v e r ATTACHMENT 1 10.1 Packet Pg. 82 Attachment: Location Map (6570 : Whitewater Park City Council) -1- RESOLUTION 2018-030 OF THE COUNCIL OF THE CITY OF FORT COLLINS 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 WHEREAS, the City of Fort Collins (the “City”) is planning the construction of a park in the downtown area along the Poudre River, to be known as the Whitewater Park, funding for which the City’s voters approved in 2015 as part of the City’s Community Capital Improvement Program (the “CCIP”); and WHEREAS, improvements constructed for the Whitewater Park will include world class whitewater features, park gathering places, river overlooks, fish passage and habitat improvements, stormwater improvements, street and sidewalk improvements, and various other related public improvements (the “Park Project”); and WHEREAS, in 2004, the Fort Collins City Council adopted Resolution 2004-152 approving the North College Avenue Urban Renewal Plan, which it amended in 2015 in Resolution 2015-106, (the “North College Plan”); and WHEREAS, the North College Plan was adopted to facilitate the elimination and prevention of blighted areas within the plan area identified in the Plan (the “Plan Area”) by promoting and assisting undertakings and activities within the Plan Area involving the development, redevelopment and rehabilitation of Plan Area properties as part of a single urban renewal project (the “North College Project”), which is administered by the Fort Collins Urban Renewal Authority (the “Authority”); and WHEREAS, the Authority’s Board will consider whether to contribute $300,000 to the Park Project to help fund the construction of the Vine Drive Improvements as part of the Park Project; and WHEREAS, to memorialize this contribution, City and Authority staff have presented to this Council and the Board for their consideration the Intergovernmental Agreement attached as Exhibit “A” and incorporated herein (the “Agreement”), under which the Authority agrees to pay the City $300,000 to help fund the Vine Drive Improvements, which are estimated to cost approximately $513,000; and WHEREAS, the City and the Authority are authorized to enter into the Agreement to cooperate in the funding and construction of the Park Project pursuant to C.R.S. § 29-1-203 and the Colorado Urban Renewal Law, including, without limitation, C.R.S. § 31-25-112, and the City is further authorized to do so under City Charter Article II, Section 16. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS as follows: Packet Pg. 83 -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 Agreement is hereby approved and the Mayor is authorized to enter into the Agreement on the City’s behalf in substantially the form attached hereto as Exhibit “A,” subject to such minor modifications as the City Manager, in consultation with the City Attorney, may determine to be necessary and appropriate to protect the interests of the Authority or to effectuate the purposes of this Resolution. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 20th day of March, A.D. 2018. ____________________________________ Mayor Pro Tem ATTEST: _________________________________ City Clerk Packet Pg. 84 INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND THE FORT COLLINS URBAN RENEWAL AUTHORITY REGARDING THE AUTHORITY’S CONTRIBUTION OF FUNDS FOR THE WHITEWATER PARK PROJECT THIS INTERGOVERNMENTAL AGREEMENT is made and entered into this _____ day of March __, 2018, (this “Agreement”) by and between the City of Fort Collins, a Colorado home rule municipality, (the “City”) and the Fort Collins Urban Renewal Authority, a corporate body and political subdivision of the state, (the “Authority”). The City and Authority shall also hereafter be jointly referred to as “Parties” or individually as “Party.” RECITALS WHEREAS, the City is planning the construction of a park in the downtown area along the Poudre River, to be known as the Whitewater Park, funding for which the voters approved in 2015 as part of the City’s Community Capital Improvement Program (the “CCIP”); and WHEREAS, improvements constructed for the Whitewater Park will include world class whitewater features, park gathering places, river overlooks, fish passage and habitat improvements, stormwater improvements, street and sidewalk improvements, and various other related public improvements (the “Park Project”); and WHEREAS, in 2004, the Fort Collins City Council adopted Resolution 2004-152 approving the North College Avenue Urban Renewal Plan, which it subsequently amended in 2015 in Resolution 2015-106, (the “North College Plan”); and WHEREAS, the North College Plan was adopted to facilitate the elimination and prevention of blighted areas within the plan area identified in the Plan (the “Plan Area”) by promoting and assisting undertakings and activities within the Plan Area involving the development, redevelopment and rehabilitation of Plan Area properties as part of a single urban renewal project (the “North College Project”); and WHEREAS, the Authority’s Board of Commissioners (the “Board”) has reviewed the Park Project and identified several benefits it will provide to the North College Project as contemplated in the North College Plan, which benefits include, without limitation: (i) improvements to portions of Vine Drive in the Plan Area (“Vine Drive Improvements”), (ii) stormwater improvements that will remove several developable properties in the Plan Area from the floodway and reduce the likelihood that College Avenue in the Plan Area will overtop during a flood, and (iii) improvements that will improve connectivity between the Plan Area and downtown Fort Collins (collectively, the “Park Project Benefits”); and WHEREAS, in consideration of the Park Project Benefits, the Board has adopted Authority Resolution No. 84 approving this Agreement and appropriating $300,000 to be paid to the City to help fund the Vine Drive Improvements, which are estimated to cost approximately $513,000; and EXHIBIT A 1 Packet Pg. 85 Attachment: Exhibit A (6571 : Whitewater Park City Council RESO) WHEREAS, the City Council has also approved this Agreement in its Resolution 2018- 013; and WHEREAS, the City and the Authority are authorized to enter into this Agreement to cooperate in the funding and construction of the Park Project pursuant to C.R.S. § 29-1-203 and the Colorado Urban Renewal Law, including, without limitation, C.R.S. § 31-25-112, and the City is further authorized to do so under City Charter Article II, Section 16. NOW, THEREFORE, in consideration of the promises contained herein and other good and valuable consideration, the receipt and adequacy of which the Parties hereby acknowledge, the Parties agree as follows: 1. The Authority’s Obligation. The Authority agrees to pay the City three hundred thousand dollars ($300,000) within sixty (60) days after the City enters into the construction contract with the general contractor it retains for the Park Project and provided such contract includes the construction of the Vine Drive Improvements and the other improvements that will provide the Park Project Benefits. 2. TABOR. The Parties understand and acknowledge that the Authority is not subject to the Taxpayer’s Bill of Rights in Article X, Section 20 of the Colorado Constitution. The Parties therefore intend that the Authority’s debt obligation in Section 1 above is a binding obligation enforceable by the City at law and in equity as provided in Section 3 below and such enforcement is not contingent upon the future appropriation of funds by the Board. 3. Remedies Upon Default. Upon the failure of either Party to comply with any of its obligations contained herein (a “Default”), the non-defaulting Party shall provide written notice of the Default to the defaulting Party. Immediately upon receipt of such notice, the defaulting Party shall promptly cure such Default within thirty (30) days, or if not susceptible of cure within thirty (30) days, within such time as agreed upon by the non-defaulting Party for the cure of such Default. If the defaulting Party fails to cure or remedy the Default within the time period prescribed, the non-defaulting Party may protect and enforce any or all of its rights and the obligations of the defaulting Party under this Agreement by suit in equity or action at law, in Larimer County District Court, whether for the specific performance of any covenants or agreements in this Agreement or otherwise, or take any action authorized or permitted under applicable law, and may require and enforce the performance of all acts and things required to be performed hereunder by the other Party. Each and every remedy of either Party shall, to the extent permitted by law, be cumulative and shall be in addition to any other remedy given hereunder or now or hereafter existing at law or in equity. 4. Amendments. This Agreement may only be amended, changed, modified or altered in a writing signed by both Parties. 5. Implementing Agreements and Further Assurances. The Parties agree to execute such other documents, and take such other actions, as will be reasonably requested by the other Party to confirm or clarify the intent of the provisions hereof and to effectuate the agreements herein contained. 1 Packet Pg. 86 Attachment: Exhibit A (6571 : Whitewater Park City Council RESO) 6. Term; Termination. This Agreement shall remain in full force and effect until the Authority’s debt obligation under this Agreement is paid in full to the City. However, in the event the City does not enter into a construction contract with a general contractor for the Park Project by January 1, 2019, this Agreement shall terminate and both Parties shall be released from all remaining obligations under this Agreement. 7. No Third-Party Beneficiaries. No term or provision of this Agreement is intended to be for the benefit of any person, entity, association or organization not a party to this Agreement, and no such other person, entity, association or organization shall have any right or cause of action hereunder. 8. Applicable Law and Venue. This Agreement shall be governed by and construed under the laws of the State of Colorado and the venue for any judicial proceedings related to this Agreement shall be in Larimer County District Court. 9. Section Headings. The captions or headings herein are for convenience or reference only and shall in no way define or limit the scope or intent of any provision or section of this Agreement. IN WITNESS WHEREOF, the Parties have executed this Agreement as the date and year first above written. THE FORT COLLINS URBAN RENEWAL AUTHORITY By: __________________________________________ Darin A. Atteberry, Executive Director ATTESTED: APPROVED AS TO FORM: By: _________________________ By:______________________________ City Clerk Authority Legal Counsel Print Name: ___________________ Print Name: _______________________ THE CITY OF FORT COLLINS, COLORADO By: __________________________________________ Wade Troxell, Mayor ATTESTED: APPROVED AS TO FORM: By: _________________________ By: ______________________________ 1 Packet Pg. 87 Attachment: Exhibit A (6571 : Whitewater Park City Council RESO) City Clerk Deputy City Attorney Print Name: ___________________ Print Name: _______________________ 1 Packet Pg. 88 Attachment: Exhibit A (6571 : Whitewater Park City Council RESO) Agenda Item 11 Item # 11 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Josh Birks, Economic Health Director John Duval, Legal SUBJECT Resolution 2018-031 Consenting to the Dissolution of Harmony Technology Park Metropolitan District No. 1 and Harmony Technology Park Metropolitan District No. 3. EXECUTIVE SUMMARY The purpose of this item is to authorize the dissolution of Harmony Technology Park Metropolitan District No. 1 and No. 3 (collectively the “Districts”). City Council authorized the formation of Harmony Technology Park Metropolitan Districts No. 1, 2, and 3 by Resolution 2009-092 on September 15, 2009. The consolidated service plan (the “Service Plan”) for these districts contemplated a multi-district approach to follow phasing of the project. The two districts are not providing any services to the Harmony Technology Park development, all services are proved by the City, District No. 2 or other jurisdictions. Therefore, dissolving the two districts will have no adverse impact on services. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION On September 15, 2009, City Council authorized the formation of Harmony Technology Park Metropolitan Districts No. 1 through No. 3. These districts were intended to support the development of the Harmony Technology Park by providing for significant infrastructure, including roads, utilities, and stormwater. The Board of Directors of District No. 1 and District No. 3 (jointly, the “Dissolution Districts”) have determined it is in the best interests that the two districts be dissolved, and to file a Petition for Dissolution with the District Court for Larimer County. The consolidated Service Plan allows for the Districts to dissolve as long as they have provided for the payment or discharge of all their outstanding indebtedness and other financial obligations as required pursuant to State statutes. The Districts do not have any outstanding indebtedness or other financial obligations, as evidenced by the Dissolution Districts’ resolutions attached as Exhibit “A” and Exhibit “B” to the Resolution. City staff has received and reviewed documentation provided by the Dissolution Districts requesting City Council consider supporting their dissolution. Staff has reviewed the materials and supports the request for dissolution. ATTACHMENTS 1. Location Map (PDF) 11 Packet Pg. 89 Sawhill Dr Pine N eedleCt Phantom Creek Ct Cinquefoil Ln Ninebark Ct BigDipp e r Dr Old Mill Rd Sunglow Ct Mill Stone Way Ninebark Dr Indigo Cir S Galileo Dr Cor b et t Dr A u tumnHarvestWay C o pernicusDr LadyMo o nDr Harvest Park Ln CountrySq u ireWay Rose Ct Sky Gazer Ln Observatory Dr Southern Cross Ln Indigo Cir N Amber Waves Ln Rock Creek Dr Purple Mountain Ln Daylight Ct Brookfield Dr Saber Cat Dr CountrySquireL n Avena Ct Indigo Ct Fruited PlainsLn County Fair Ln Star Dust Ln ExplorationL n Golden Wheat Ln Harvest Moon Way Voyager Ln -1- RESOLUTION NO. 2018-031 OF THE COUNCIL OF THE CITY OF FORT COLLINS CONSENTING TO THE DISSOLUTION OF HARMONY TECHNOLOGY PARK METROPOLITAN DISTRICT NO. 1 AND HARMONY TECHNOLOGY PARK METROPOLITAN DISTRICT NO. 3 WHEREAS, Harmony Technology Park Metropolitan District No. 1 (“District No. 1”), Harmony Technology Park No. 2 (“District No. 2”) and Harmony Technology Park No. 3 (“District No. 3”, and collectively with District No. 1 and District No. 2 the “Districts”) were created under an Order and Decree entered by the District Court for Larimer County, Colorado on May 24, 2010, after adoption by the City Council of the City of Fort Collins (the “City”) of Resolution 2009-092 Approving the Harmony Technology Park Metropolitan District Nos. 1 Through 3 Consolidated Service Plan on September 15, 2009 (the “Service Plan”); and WHEREAS, pursuant to the Service Plan, the Districts may not dissolve until they have provided for the payment or discharge of all their outstanding indebtedness and other financial obligations as required pursuant to State statutes; and WHEREAS, the Boards of Directors of District No. 1 and District No. 3 (collectively the “Dissolution Districts”) have determined it to be in the best interests of the Dissolution Districts that the Dissolution Districts be dissolved, and further direct the filing of a Petition for Dissolution with the District Court for Larimer County, Colorado, pursuant to Section 32-1-701, et seq., C.R.S., as further set forth in the Dissolution Districts’ Resolutions Approving Dissolution of the District, attached hereto as Exhibit A and Exhibit B, respectfully, and incorporated herein by this reference (“Resolutions Approving Dissolution”); and WHEREAS, as evidenced in the Resolutions Approving Dissolution, the Dissolution Districts do not have any outstanding indebtedness or other financial obligations and all of Dissolution Districts’ contractual obligations have been terminated or assigned to District No. 2; and WHEREAS, Section 32-1-704(3)(b) of the Colorado Revised Statutes (“C.R.S.”) provides that an order dissolving a special district may be entered without an election if the special district lies wholly within the corporate limits of a municipality, if the special district has no financial obligations or outstanding bonds, and if the special district board and the governing body of the municipality consent to the dissolution; and WHEREAS, there will be no disruption in services upon dissolution because the Dissolution Districts are not providing any services to the Harmony Technology Park development and all services are provided by the City, District No. 2 or other jurisdictions; and WHEREAS, the City Council is in receipt of the Resolutions Approving Dissolution evidencing the Dissolution Districts’ compliance with their Service Plan and Colorado law, and in reliance thereupon, is supportive of the dissolution of the Dissolution Districts, and consents to the dissolution of Harmony Technology Park Metropolitan District No. 1 and Harmony Technology Park Metropolitan District No. 3. Packet Pg. 91 -2- NOW, THEREFORE, BE IT RESOLVED BY THE 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. Pursuant to C.R.S. Section 32-1-704(3)(b), the City of Fort Collins hereby consents to the dissolution of Harmony Technology Park Metropolitan District No. 1 and Harmony Technology Park Metropolitan District No. 3. Section 3. The officers and staff of the City are authorized and directed to take all actions necessary or appropriate to effectuate the provisions of this Resolution. Section 4. All orders, bylaws and resolutions, or parts thereof, in conflict with this Resolution, are hereby repealed. Section 5. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this resolution. Section 7. This Resolution shall be effective upon its approval by City Council. Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 20th day of March, A.D. 2018. _________________________________ Mayor Pro Tem ATTEST: _____________________________ City Clerk Packet Pg. 92 EXHIBIT A 1 Packet Pg. 93 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 94 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 95 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 96 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 97 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 98 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 99 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 100 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 101 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 102 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 103 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 104 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 1 Packet Pg. 105 Attachment: Exhibit A (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) EXHIBIT B 2 Packet Pg. 106 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 107 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 108 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 109 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 110 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 111 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 112 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 113 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 114 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 115 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 116 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 117 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) 2 Packet Pg. 118 Attachment: Exhibit B (6596 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution RESO) Agenda Item 12 Item # 12 Page 1 AGENDA ITEM SUMMARY March 20, 2018 City Council STAFF Delynn Coldiron, City Clerk Carrie M. Daggett, Legal SUBJECT First Reading of Ordinance No. 045, 2018, Amending Chapter 7 of the City Code to Amend Requirements and Procedures for Elections. EXECUTIVE SUMMARY The purpose of this item is to clarify and improve various provisions in the City Code relating to municipal elections. Recommended changes include naming the City Clerk as the Designated Election Official, defining the terms “public announcement" and “registered agent”, and amending the time for candidates to file a financial disclosure statement when accepting nomination for office. Amendments are proposed for the registration and termination of committees and to allow for implementation of signature verification for the 2019 election. STAFF RECOMMENDATION Staff and the Council Election Code Committee recommend adoption of the Ordinance on First Reading. BACKGROUND / DISCUSSION In 2015, Council formed an ad hoc committee to review, discuss and recommend changes to the City Code and Charter regarding elections and other related matters. In 2017, Council made the ad hoc committee a standing committee of the Council for the purpose of identifying and evaluating ideas for improvements to City election laws and practices and anticipating adjustments that may be needed to adapt to a rapidly changing legal and technological environment. Councilmembers Cunniff, Overbeck, and Stephens have continuously served in this capacity since 2015. Since the original formation of the ad hoc Committee, Council has considered and adopted two Ordinances amending various provisions of Chapter 7. This Ordinance represents a continuation of the work to make improvements. Most of the amendments contained in this Ordinance are considered to be noncontroversial, and enacting them at this time will be advantageous as preparations begin later this year for the 2019 City Election. Other items are under consideration by the Committee, and recommendations on those items will be brought forward at a later date. A summary of the proposed amendments, in the order they appear in the ordinance follows: City Clerk as Designated Election Official Any time the City calls a special election to be coordinated with Larimer County, the governing body is required by State statute to appoint a Designated Election Official (DEO) for the City. The intergovernmental agreement with the County for the conduct of the election, then delineates the responsibilities of the DEO. Codification of this designation (as a duty of the City Clerk), and the ability for the Clerk to designate another 12 Packet Pg. 119 Agenda Item 12 Item # 12 Page 2 employee within the department to serve in that capacity, will eliminate the need for the Council to make the designation on a case-by-case basis. Definition of “Public Announcement” Chapter 7 of the City Code defines “candidate” to mean “any person who seeks nomination or election to the office of Mayor or Councilmember at any City election. A person is a candidate if the person has publicly announced an intention to seek such election or has filed nominating petitions for the office of Mayor or Councilmember. Candidate shall also mean any elected official who is the subject of recall proceedings pursuant to Article IX of the Charter.” [emphasis added] Another provision in Chapter 7 requires, when an individual becomes a candidate, that the individual file an affidavit (commonly called a “Candidate Affidavit”) with the City Clerk within 10 days. Failure to do so may result in the disqualification of the individual as a candidate. Because of the explosion of methods to make an announcement (think social media, among other things), it seems timely to offer clarification of what constitutes a public announcement. Definition of “Registered Agent” Provisions in Chapter 7 relating the registration of committees require that the registration include a person authorized to act as a registered agent for the committee. A definition of “registered agent” is suggested to make clear the responsibilities of that person. Financial Disclosure Statement Filing Requirement The City Code currently requires a candidate to file a financial disclosure statement within 10 days of accepting nomination for office. In 2017, a candidate nearly missed that filing deadline. Since a candidate generally knows well in advance of filing a nomination and acceptance of nomination that a financial disclosure statement will be needed, staff and the Election Code Committee (ECC) recommend simplifying the number of filing dates to remember and requiring that the financial disclosure statement be due at the same time as filing acceptance of nomination. Registration and Termination of Committees The first set of proposed amendments to Section 7-134 of the City Code expands the information required when completing a committee registration form. The proposed changes improve transparency and provide additional information that would be helpful in the event that a complaint against a committee bears investigation. These amendments have also been applied to small-scale issue committees. Currently, candidate committees, issue committees, and political committees can register whenever they want, and without designating the date of election for which they intend to be active. Committees can also remain open indefinitely, but are required to file campaign finance reports at certain times. This is generally not a problem with candidate committees, except when a committee fails to file post-election reports (typically for an unsuccessful candidate). The greater problem lies with issue committee and political committees that register, but then never file anything after that. This often occurs when an issue committee forms in anticipation of a citizen-initiative that never proceeds to the ballot, or a political committee formed for a very broad purpose that does not appear to be actively doing anything. The latter two issues have been the subject of multiple election complaints filed within the past year. The second set of proposed amendments to this section will: • Provides a more defined process for terminating a committee that has not engaged in any election activities or reported any contributions accepted or expenditures made; 12 Packet Pg. 120 Agenda Item 12 Item # 12 Page 3 • Provides for the termination and disposition of any remaining funds on hand no later than 60 days after the election. Filing of Reports and Electronic Filings Section 7-136(c) is amended to make the report filing dates more readable, and to add additional reports on the 35th day prior to the election, and 60 days after the election (to coincide with the requirement to terminate a committee). The report due 35 days prior to the election is intended to provide additional transparency earlier in the election cycle. These reports will apply to all types of committees, including candidate committees. An additional proposed amendment is intended to clarify that the campaign finance report, due at noon on the Friday before the election, must be filed at that time regardless of the method of filing. A new subparagraph has been added to Section 7-136 that automatically terminates any political committee or issue committee formed prior to July 1, 2017 and requires those committees to abide by the limitations on the disbursement of funds set forth in Section 7-138 of the Code. Signature Verification The last two sections of the Ordinance provide amendments intended to implement full signature verification. At the November 2017 election, voters approved an amendment to the canvass date and final certification of the election. That amendment, which pushed out the certification date to no later than the 10th day after the election, was needed to provide voters with deficient or discrepant signatures up to 8 days to resolve a deficiency or discrepancy. CITY FINANCIAL IMPACTS Generally, there are no financial impacts related to these amendments. However, amendments relating to the termination of campaign committees may result in a reduction in staff time managing and investigating complaints. BOARD / COMMISSION RECOMMENDATION These changes were not reviewed with any standing boards and commissions. The Council's Election Code Committee reviewed these proposed amendments and recommends adoption. PUBLIC OUTREACH Meetings of the Election Code Committee, where these amendments were discussed, are open to the public. ATTACHMENTS 1. Election Code Committee minutes, October 5, 2017 (PDF) 2. Election Code Committee minutes, July 20, 2017 (PDF) 3. Powerpoint presentation (PDF) 12 Packet Pg. 121 ATTACHMENT 1 Excerpt from the October 5, 2017 Election Code Committee minutes: a. Designate the City Clerk to serve as the Designated Election Official Rita Knoll, Chief Deputy City Clerk, stated there is a state statute that calls for the governing body to designate the City’s designated election official. This has typically been done through an intergovernmental agreement with the County, but this designation in the City Code seems a better option. The Committee agreed to move forward with the suggested language. b. Terminating inactive Issue and Political Committees Knoll stated staff has provided some suggested language to address the issue. Once the language is determined, forms will be amended accordingly. Daggett stated political committees sometimes form in anticipation of an issue coming forward. If that does not occur, it is not surprising that a committee dissolves. This combination of changes is intended to keep the election committee’s life tied to the particular election around which the committee is formed. Knoll noted the language does not currently include political committees because they sometimes register with much broader purposes than for an issue on a ballot. However, that is an issue for this Committee to address. Councilmember Overbeck asked if a committee could reregister. Knoll replied it is possible to require reregistration of committees. Daggett stated the logic of staff’s proposal is that, by compressing the time frame, it makes it less likely that someone will move or become unreachable. Councilmember Cunniff supported adding political committees to this proposal and stated termination reports should be required of all committees. Knoll stated the compressed cycle will necessitate additional up-front education related to the filing requirements. Councilmember Overbeck supported the change as offering clarity and transparency. Knoll stated this will be added to the list of items to bring forward. 12.1 Packet Pg. 122 Attachment: Election Code Committee minutes, October 5, 2017 (6389 : Election Code Changes) Excerpt from the July 20, 2017 Election Code Committee minutes: a. Terminating Inactive Issue and Political Committees Knoll stated complaints have been filed regarding committees that were never active or terminated and did not meet filing requirements. Allowing committees for one election cycle only would eliminate ambiguity and ensure information is current and asked if members would be supportive of drafting such language. Councilmembers Stephens, Cunniff and Overbeck expressed support for drafting such language. Knoll suggested committees auto-terminate if an annual report is not filed. b. Timing of Filing Financial Disclosure Statements Knoll noted currently, a financial disclosure statement is required to be filed within 10 days after accepting a nomination; however Code language requires mail notification if that does not occur which provides a problem for ballot printing. The suggestion is to make the financial disclosure statement due when the nomination petition and acceptance of nomination are submitted. Knoll noted candidates will be educated pre-emptively. Councilmembers supported making the change and stated it would be less confusing. c. Signature Verification Knoll stated this item is on hold and the Clerk’s Office will be receiving a demo on the new Larimer County equipment. d. Candidate Political Signs Knoll stated Councilmember Cunniff has asked if posting a sign is the same as announcing candidacy. She stated she would like to better define a public announcement. Members discussed signs being left after an election. City Attorney Daggett stated the circumstances that constitute a “public announcement” should be defined in addition to having the expectation that if someone is taking affirmative steps to communicate with the public, no matter the medium, that too would be a public announcement. Knoll asked if signs can be required to be removed by a certain date. City Attorney Daggett replied they cannot be required to be removed; however, the question relates to future candidacy. Councilmember Cunniff asked about bus benches. City Attorney Daggett replied the City’s bus ad program is based on the characterization of those ads being used as City speech for a particular purpose. City Attorney Daggett discussed the possibility of a series of steps automatically triggering an announcement, such as making requests for or receiving donations or in-kind contributions. Councilmember Cunniff and Knoll supported adding that language. Knoll stated that may mean a candidate needs to register prior to accepting a contribution, or perhaps within 10 days. Councilmember Stephens stated it is not hard to register prior to asking for donations. Councilmember Cunniff supported adding language related to soliciting or accepting contributions. ATTACHMENT 2 12.2 Packet Pg. 123 Attachment: Election Code Committee minutes, July 20, 2017 (6389 : Election Code Changes) Knoll stated currently there are 10 days to file following the public announcement and the filing should occur prior to accepting contributions or making expenditures. Councilmember Overbeck suggested adding language related to social media announcements. Members discussed the number of individuals present at a meeting which would constitute a public announcement and discussed the requirement for paperwork to be filed as soon as any type of contribution is received (within one business day). Members discussed taxes, employee payments and bank account requirements. 12.2 Packet Pg. 124 Attachment: Election Code Committee minutes, July 20, 2017 (6389 : Election Code Changes) March 20, 2018 Election Code Amendments Delynn Coldiron, City Clerk; Rita Knoll, Chief Deputy City Clerk Carrie Daggett, City Attorney ATTACHMENT 3 12.3 Packet Pg. 125 Attachment: Powerpoint presentation (6389 : Election Code Changes) Background • Resolution 2015-092 created an ad hoc Election Code Committee, which became a standing subcommittee of the Council in January 2017. • Councilmembers Stephens, Cunniff and Overbeck • Ordinance No. 005, 2017 was most recent amendment to Chapter 7 related to elections. • More recommended changes for Council to consider. 2 Credit: fortcollinschamber.com 12.3 Packet Pg. 126 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 3 Issue Recommended Action Designated Election Official for coordinated elections: • State Statute requires Council action to designate. Amend the Code to designate the City Clerk or a qualified employee of the City Clerk to act as the City’s Designated Election Official in coordinated elections. 12.3 Packet Pg. 127 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 4 Issue Recommended Action Clarification needed around the action(s) that constitutes a public announcement for candidacy. Add definition for public announcement to Code. 1. Registration of a candidate committee; or 2. Statement made by the candidate Speech Advertisement Other communication • Public Media (including social media) Credit: Calcative.com and parentalguidance2012.blogspot.com 12.3 Packet Pg. 128 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 5 Issue Recommended Action Clarification needed around the responsibilities of a registered agent. Add definition of Registered Agent to Code. 1. Natural person. 2. Responsible for: Receiving mailings Responding to inquiries Receiving complaints Timely filing • Campaign Finance reports Credit: www.techrepublic.com • Other reports 12.3 Packet Pg. 129 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 6 Issue Recommended Action Multiple filing dates for candidates to remember. Financial Disclosure Statement is currently due within 10 days of accepting nomination for office. Change Code by requiring the Financial Disclosure Statement to be due at the same time as filing the acceptance of nomination. 12.3 Packet Pg. 130 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 7 Issue Recommended Action Request for added transparency and contact information for registered committees. Amend Code to require additional information: Name of registered agent Current address and email of business Current address, phone number and email for registered agent Date of election for which the committee intends to be active Name and address of financial Credit: www.urbanfab.com institution; separate account required 12.3 Packet Pg. 131 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 8 Issue Recommended Action Request for more definitive termination process for committees. Amend Code to better define termination requirements: Not engaged in any election activities; no contributions/expenditures • Amended committee registration Disposition of funds and termination report - no later than 60 days after election • Candidate committees not included Credit: www.coloradoan.com 12.3 Packet Pg. 132 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 9 Issue Recommended Action Request for added transparency related to financial contributions and clarification around report deadlines. Amend Code: Filing dates more readable Two additional reports • 35 days prior to election • 60 days after election Campaign Finance Report on Friday before election due at noon regardless of filing method 12.3 Packet Pg. 133 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 10 Issue Recommended Action There are registered committees from earlier elections that have not acted to terminate and are not filing required reports. Amend Code to automatically terminate any political or issue committee formed for an election held prior to July 1, 2017. Requires committee to cease activities. Continues § 7-138 limitations on disbursement of funds. Credit: www.allanmanning.com 12.3 Packet Pg. 134 Attachment: Powerpoint presentation (6389 : Election Code Changes) Proposed Code Amendment 11 Issue Recommended Action City Code currently does not provide a process for signature verification. Amend Code to require verification of signatures in the manner provided under State Statute. Starts with the April, 2019 election Requires election workers to compare and verify elector signatures Requires the City Clerk to follow procedures for deficient and discrepant Credit: www.parascript.com signatures in § 31-10-910.3, C.R.S. 12.3 Packet Pg. 135 Attachment: Powerpoint presentation (6389 : Election Code Changes) THANK YOU 12 12.3 Packet Pg. 136 Attachment: Powerpoint presentation (6389 : Election Code Changes) -1- ORDINANCE NO. 045, 2018 OF THE COUNCIL OF THE CITY OF FORT COLLINS AMENDING CHAPTER 7 OF THE CODE OF THE CITY OF FORT COLLINS TO AMEND REQUIREMENTS AND PROCEDURES FOR CITY ELECTIONS WHEREAS, Chapter 7 of the City Code sets out procedures and requirements for redistricting of Council districts, for the conduct City elections, for disclosure of campaign finance information, and other related matters; and WHEREAS, in 2015 the City Council formed an ad hoc committee, including Councilmembers Cunniff, Overbeck and Stephens, to review, discuss and recommend the most beneficial changes to the Code and City Charter regarding elections and other related matters; and WHEREAS, in January 2017, Council made the ad hoc Committee a standing committee of the Council for the purpose of identifying and evaluating ideas for improvements to City election laws and practices and anticipating adjustments that may be needed to adapt to a changing legal and technological environment, for Council consideration; and WHEREAS, as a result of the Committee’s work (as both an ad hoc committee and a standing committee), Ordinance No. 021, 2016, and Ordinance No. 005, 2017 were considered and adopted by the Council to update various provisions of Chapter 7; and WHEREAS, the Committee continued to meet in 2017 and has recommended additional clarifications and amendments to Chapter 7; and WHEREAS, staff has also identified potentially confusing Code language regarding the deadlines for submission of filings, and has proposed a clarification to Code Section 7-136, as noted in Section 6 of this Ordinance; and WHEREAS, the Committee has recommended that the Council amend the registration provisions for candidate committees, issues committees and political committees, and the termination provisions for issues committees and political committees, to improve the effectiveness of related administration and enforcement; and WHEREAS, the Committee has recommended that an additional, earlier, reporting date be added to the campaign finance disclosure requirements for all committees; and WHEREAS, in light of these new provisions, staff and the Committee have recommended that obsolete committees formed prior to April 2017 be deemed terminated as set forth below; and WHEREAS, staff and the Committee have also recommended updates to provide for signature verification in follow up to a recent Charter amendment; and WHEREAS, these amendments generally improve and clarify the City’s campaign finance disclosure and election requirements and processes; and -2- WHEREAS, these amendments generally improve and clarify the City’s campaign finance disclosure and election requirements and processes; and WHEREAS, the Council desires to enact the recommendations of the Committee and staff in order to clarify and improve the various provisions of Chapter 7, as set forth below. 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 7-20 of the Code of the City of Fort Collins is hereby amended to add a new subsection (10), to read as follows: Sec. 7-20. Duties of city clerk. The City Clerk shall: (1) Provide forms and instructions to assist candidates and the public in complying with the reporting requirements of Article V; (2) Keep a copy of any report or statement required to be filed by Article V for a period of one (1) year from the date of filing. In the case of candidates who were elected, those candidate's reports and filings shall be kept for one (1) year after the candidate leaves office; (3) Make reports and statements filed under Article V available on the City's website no later than the next business day; (4) Report complaints received regarding alleged violations of Article V to the City Manager. (5) Prescribe the form of materials to be used in the conduct of mail ballot elections consistent with the provisions contained in Article VIII; (6) Establish procedures for conducting mail ballot elections consistent with the provisions contained in Article VIII, including efforts to inform uniformed and overseas voters of the upcoming election; (7) Supervise the conduct of mail ballot elections; (8) Employ temporary election workers as needed; and (9) Take all necessary steps to protect the confidentiality of voted ballots and the integrity of the election.; and Packet Pg. 138 -3- (10) Serve as, or designate a qualified employee of the City Clerk to serve as, the City’s Designated Election Official, as defined in Section 1-1-104(8), C.R.S., for any election coordinated with Larimer County pursuant to Section 1-7-116, C.R.S. Section 3. That Section 7-132 of the Code of the City of Fort Collins is hereby amended to add a definition of the term “public announcement,” to read as follows: Sec. 7-132. Definitions. . . . Public announcement shall mean: (1) Registration of a candidate committee; or (2) A statement made by the candidate signifying an interest in, or exploring the possibility of, seeking the office by means of a speech, advertisement or other communication reported or appearing in public media or in any place accessible to the public, including social media, that a reasonable person would expect to become public. . . . Section 4. That Section 7-132 of the Code of the City of Fort Collins is hereby amended to add a definition of the term “registered agent,” to read as follows: Sec. 7-132. Definitions. . . . Registered agent shall mean a natural person designated by or representing a committee and responsible to receive mailings, respond to inquiries regarding the committee, to receive complaints related to the committee, and timely filing campaign finance reports and other filings required pursuant to this Chapter. . . . Section 5. That Section 7-133 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-133. Candidate affidavit; disclosure statement; failure to file. (a) When any individual becomes a candidate, such individual shall certify, by affidavit filed with the City Clerk within ten (10) days, that the candidate is familiar with the provisions of this Article. Packet Pg. 139 -4- (b) Each candidate shall file a financial disclosure statement pursuant to § 2-636 with the City Clerk within ten (10) days after at the same time as filing an acceptance of nomination. (c) Failure of any person to file the affidavit or disclosure statement required under this Section shall result in the disqualification of such person as a candidate for the office being sought. Disqualification shall occur only after the City Clerk has sent a notice to the person by certified mail, return receipt requested, addressed to the person's last known residence address. The notice shall state that the person will be disqualified as a candidate if the person fails to file the appropriate document within five (5) business days of receipt of the notice. (d) The requirements of this Section shall not apply to any elected official who is the subject of recall proceedings. Section 6. That Section 7-134 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-134. Registration of committees; termination. (a) All candidate committees, political committees and issue committees shall register with the City Clerk before accepting or making any contributions. Registration shall include a statement listing must be on a form provided by the City Clerk and must include the following, together with any other information required to complete the registration form: (1) The committee's full name, spelling out any acronyms used therein; (2) AThe name of a natural person authorized to act as a registered agent for the committee; (3) A current street address, mailing address (if different from the street address), and telephone number and email address for the principal place of operations business of the committee; (4) A current mailing address, telephone number and email address for the registered agentAll affiliated candidates and committees; (5) The purpose or nature of interest of the committee.; (6) The date of the election regarding which the committee intends to be active; (7) The name and address of the financial institution in which all contributions received by the committee are deposited in a separate Packet Pg. 140 -5- account bearing the name of the committee, and documentation of such account reasonably satisfactory to the City Clerk; and (8) An acknowledgement and certification signed by the registered agent and, for any candidate committee, the candidate. (b) A registered committee must promptly provide updated address, telephone and email information to the City Clerk upon the change of such information for the committee or the registered agent of the committee, or any change in financial institution or account. (c) Any candidate committee, political committee, or issue committee that has registered with the City Clerk, but has not engaged in any election activities or reported any contributions accepted or expenditures made, may terminate at any time by filing an amended committee registration indicating the nature of the amendment is termination of the committee and verifying that no contributions have been received or expenditures made since registration occurred pursuant to § 7-134. Alternatively, the committee shall file a campaign report indicating no contributions have been received or expenditures made, and indicating it is a termination report. (d) Any political committee or issue committee that has not taken the necessary steps to terminate pursuant to Subsection (c) above must have properly disposed of all funds and must file a termination report no later than sixty (60) days after the election. Section 7. That Section 7-136(c) of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-136. - Disclosure; filing of reports. . . . (c) Reports shall be filed with the City Clerk as follows: (1) All committees must file reports on the following dates: a. the thirty-fifth (35 th ) day before the election; b. the twenty-first (21 st ) day before the election,; c. the fourteenth (14 th ) day before the election,; and d. no later than noon on the Friday before the election,; e. the thirty (30) thirtieth (30 th ) days after the election,; and f. the sixty (60) sixtieth (60 th ) day after the election. (2) Candidate committees that continue in operation must file a report annually on the first day of the month in which the anniversary of the election occurs until such time as a termination report is filed. Packet Pg. 141 -6- (3) If the reporting day falls on a weekend or legal holiday, the report shall be filed by the close of the next business day. Section 8. That Section 7-136(f) of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-136. - Disclosure; filing of reports. . . . (f) A report required to be filed by this Article Section is timely if the paper report is received by the City Clerk not later than the close of business on the date due or if the report is filed electronically not later than midnight Mountain Standard Time on the date due. Notwithstanding the foregoing, the report that is due by noon on the Friday before the election must be filed by noon regardless of the manner of filing. . . . Section 9. That Section 7-136(i)(2) of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-136. - Disclosure; filing of reports. . . . (i) Except as specified in this Subparagraph (i), the disclosure requirements specified in this Article shall not apply to a small-scale issue committee. Any small-scale issue committee shall disclose or file reports about the contributions or expenditures it has made or received or otherwise register as an issue committee in connection with accepting or making such contributions or expenditures in accordance with the following alternative requirements: . . . (2) Any small-scale issue committee that accepts or makes contributions or expenditures in an aggregate amount during any applicable election cycle of between two hundred dollars ($200.) and five thousand dollars ($5,000.) shall register with the City Clerk within ten (10) business days of the date on which the aggregate amount of contributions or expenditures exceeds two hundred dollars ($200.). The registration required by this subparagraph must include a statement listing must be on a form provided by the City Clerk and must include the following, together with any other information required to complete the registration form: a. The committee's full name, spelling out any acronyms used in the name; Packet Pg. 142 -7- b. The name of a natural person authorized to act as a registered agent of the committee; c. A current street address, mailing address (if different from the street address), telephone number and email address for the principal place of business of the committee; d. A current mailing address, telephone number and email address for the registered agent; de. The purpose or nature of interest of the committee; and f. The date of the election regarding which the committee intends to be active; eg. The name and address of the financial institution in which all contributions received by the committee are deposited in a separate account bearing the name of the committee, and documentation of such account reasonably satisfactory to the City Clerk.; and h. An acknowledgement and certification signed by the registered agent and, from any candidate committee, the candidate. Section 10. That Section 7-136(i) of the Code of the City of Fort Collins is hereby amended to add a new subparagraph (3), to read as follows: (3) A registered small-scale issue committee must promptly provide updated address, telephone and email information to the City Clerk upon the change of such information for the committee or the registered agent of the committee, or any change in financial institution or account. Section 11. That Section 7-136 of the Code of the City of Fort Collins is hereby amended to add a new subsection (m) to read as follows: Sec. 7-136. - Disclosure; filing of reports. . . . (m) Any political committee or issue committee formed prior to July 1, 2017, will be deemed to have been formed for an election held prior to said date, and shall be deemed terminated and shall cease to operate as a committee as of April 13, 2018, except that any such terminated committee and persons responsible for the operation of such committee shall continue to be subject to the limitations on disbursement of funds set forth in § 7-138. Section 12. That Section 7-190 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-190. Voting and return of ballots. Packet Pg. 143 -8- (a) Upon receipt of a ballot, the eligible elector shall mark the ballot, sign and complete the return envelope and comply with the instructions provided with the ballot. (b) The eligible elector may return the marked ballot to the City Clerk by United States mail or by depositing the ballot at the office of the City Clerk or any place designated by the City Clerk. The ballot must be returned in the return envelope. If an eligible elector returns the ballot by mail, the elector may provide the necessary postage or, if not so paid by the elector, the cost of return postage shall be paid by the City. In order to be counted, the ballot must be received at the office of the City Clerk or a designated depository prior to 7:00 p.m. on election day. (c) Ballots received by the City Clerk after 7:00 p.m. on election day shall not be counted, except as provided in § 7-191 and § 7-192, but shall be preserved in accordance with § 7-195 below. Section 13. That Section 7-191 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-191. Receipt and qualification of ballots; signature verification not required. (a) All ballots, including undeliverable ballots, shall be marked to indicate the date the ballot was received by the City Clerk. (b) Upon receipt of a voted ballot in an election conducted prior to April 2019, an election worker shall first qualify the submitted ballot based on a visual inspection of the self-affirmation signature on the return envelope compared to the name of the elector printed on the envelope to determine whether the ballot was submitted by said elector. Comparison of the signature on the return envelope to any signature image, including those signature images in the statewide voter registration system, is not required. If the ballot so qualifies and is otherwise valid, the election judge shall indicate in the poll book that the eligible elector cast a ballot, and shall prepare the ballot for counting in accordance with § 7-193 below. (c) Beginning with the April 2019 regular municipal election, election workers shall compare the elector’s self-affirmation signature on the return envelope with the elector’s digitized signature(s) in the statewide voter registration system in accordance with the provisions of Section 31-10-910.3, C.R.S.. (cd) If an election worker is unable to qualify the ballot as set forth in Subsection (b) or (c) above, the ballot shall be rejected and the reason for rejection shall be indicated in the poll book. Rejected ballots shall remain unopened and shall be securely stored separate from qualified ballots unless such ballots are corrected as provided in § 7-192 below. (de) If an election worker determines that an eligible elector to whom a replacement ballot has been issued has voted more than once, the City Clerk shall not count any the Packet Pg. 144 -9- first ballot cast by received from the elector and shall reject all subsequent ballots received from that elector. Section 14. That Section 7-192 of the Code of the City of Fort Collins is hereby amended to read as follows: Sec. 7-192. Rejected ballots. The City Clerk is authorized, but not required, to make a reasonable effort to allow an eligible elector whose ballot has been rejected to correct the deficiency causing rejection. (a) Beginning with the April 2019 municipal election, the City Clerk shall follow the procedures set forth in Section 31-10-910.3, C.R.S., for deficient and discrepant signatures on return envelopes. (b) No elector shall be allowed to correct a deficiency or discrepancy without first producing valid proof of identification. No elector shall be allowed to open, change, or alter his or her ballot while in the process of correcting the deficiency or discrepancy. Introduced, considered favorably on first reading, and ordered published this 20th day of March, A.D. 2018, and to be presented for final passage on the 3rd day of April, A.D. 2018. __________________________________ Mayor Pro Tem ATTEST: _______________________________ City Clerk Passed and adopted on final reading on the 3rd day of April, A.D. 2018. __________________________________ Mayor ATTEST: _______________________________ City Clerk Packet Pg. 145 City of Fort Collins Page 1 Wade Troxell, President City Council Chambers Gerry Horak, District 6, Vice President 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 Executive Director Secretary 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. Electric Utility Enterprise Board Meeting March 20, 2018 (after the Regular Council Meeting) • CALL MEETING TO ORDER 1. Consideration and Approval of the Minutes of the January 2 and January 16, 2018 Electric Utility Enterprise Board Meetings. The purpose of this item is to approve the minutes from the January 2 and January 16, 2018, Electric Utility Enterprise Board meetings. 2. Items Relating to Electric Utility Enterprise Revenue Bonds, Series 2018. (staff: Travis Storin, Mike Beckstead; 15 minute staff presentation; 30 minute discussion) A. First Reading of Ordinance No. 003, Authorizing the Issuance and Sale of Its Tax-Exempt Revenue Bonds, Series 2018A, and Its Taxable Revenue Bonds, Series 2018B, Providing for the Sources of Payment of the Bonds and Providing Other Details Concerning the Bonds and the Enterprise’s System. B. First Reading of Ordinance No. 004, Authorizing the Defeasance of the Enterprises Taxable Revenue Bonds (Direct Pay Qualified Energy Conservation Bonds), Series 2010B. The purpose of this item is to consider two ordinances related to the Electric Utility Enterprise’s issuance of revenue bonds for the City’s proposed Broadband System. Ordinance No. 003, authorizes the financing and construction of a Municipal Broadband System to provide telecommunication facilities and services, including the transmission of voice, data, graphics, and/or video to customers within Fort Collins. This agenda item is consistent with Strategic Objective 3.9 from the 2016 Strategic Plan: Encourage the development of reliable, high speed internet services throughout the community. ELECTRIC UTILITY ENTERPRISE BOARD City of Fort Collins Page 2 Ordinance No. 004, authorizes the defeasance of the Electric Utility Enterprise’s 2018B outstanding bonds, for which remaining payments total $5,270,000 principal and $513,328 interest through maturity in 2020. This defeasance is necessary to eliminate certain restrictive covenants in the 2010B bonds that would otherwise affect the Enterprise’s ability to issue the 2018 bonds for the Broadband System. The aggregate principal amount of the Bonds being issued shall not exceed $150,000,000. The net effective interest rate shall not exceed 5.45% on either the 2018A or 2018B Bonds. The 2018A Bonds shall mature no later than December 1, 2042, and the 2018B Bonds shall mature no later than December 1, 2032. • OTHER BUSINESS • ADJOURNMENT Agenda Item 1 Item # 1 Page 1 AGENDA ITEM SUMMARY March 20, 2018 Electric Utility Enterprise Board STAFF Delynn Coldiron, City Clerk SUBJECT Consideration and Approval of the Minutes of the January 2 and January 16, 2018 Electric Utility Enterprise Board Meetings. EXECUTIVE SUMMARY The purpose of this item is to approve the minutes from the January 2 and January 16, 2018, Electric Utility Enterprise Board meetings. ATTACHMENTS 1. January 2, 2018 (PDF) 2. January 16, 2018 (PDF) 1 Packet Pg. 3 City of Fort Collins Page 8 ELECTRIC UTILITY ENTERPRISE BOARD January 2, 2018 8:08 PM • CALL MEETING TO ORDER PRESENT: Overbeck, Troxell, Cunniff, Horak, Martinez, Stephens, Summers Staff Present: Atteberry, Daggett, Coldiron 1. First Reading of Ordinance No. 002, Agreeing to, Authorizing and Directing the Repayment of the $1.8 Million Loan from the General Fund for the Electric Utility's Startup Costs for its Provision of Telecommunication Facilities and Services to be Repaid from the Proceeds of Revenue Bonds Issued by the Enterprise to Fund Such Facilities and Services. (Adopted on First Reading) The purpose of this item is to present to the Electric Utility Enterprise Board (the “Board”) an ordinance related to City Council’s Agenda Item 20 in which it is authorizing the General Fund to loan $1.8 million to the Light & Power Fund to be used by the Electric Utility for its start-up costs to provide telecommunication facilities and services. The Board’s Ordinance represents the Enterprise’s agreement, authorization and direction to repay the $1.8 million, plus 2.75% interest, to the General Fund when the Light & Power Fund receives the anticipated proceeds from the Enterprise’s planned issuance of revenue bonds for the Electric Utility’s provision of telecommunication facilities and services. Eric Sutherland stated the Code language directs the Enterprise meeting to occur concurrently with a Council meeting. He discussed his efforts to harmonize the ballot question with the Charter amendment and stated staff and the City Attorney’s Office did not respond to his suggestions. He opposed the residential electric rate structure and discussed PRPA bond issuance. City Attorney Daggett stated it is her opinion the Enterprise Board has been properly constituted and that the practice of meeting immediately following Council meetings is what was intended when Council adopted provisions related to the Enterprise Board. Having both entities meet at the same time defies parliamentary procedure. Boardmember Summers stated “concurrent” means “at the same time”, not as part of a Council meeting. Vice-President Horak made a motion, seconded by Boardmember Overbeck, to adopt Ordinance No. 002, on First Reading. Vice-President Horak stated the risk discussed by Mr. Sutherland regarding the residential rate structure is zero. Sufficient funds are in place regardless of the residential rate structure. Boardmember Stephens stated Mr. Sutherland often speaks of an ignorance of law, when in fact there is a difference of opinion. She stated it is incorrect to assert the City’s legal team is ignorant of the law. Vice-President Horak stated the City Attorney’s Office has spent significant time looking into Mr. Sutherland’s claims and comments. City Attorney Daggett replied she has not logged the time spent on Mr. Sutherland’s claims, but stated it has been significant. She stated there are times when Mr. Sutherland has a completely different perspective, but the City can occasionally take some guidance from his perspective to make improvements. 1.1 Packet Pg. 4 Attachment: January 2, 2018 (6591 : EE-Minutes-1/2, 1/16) January 2, 2018 City of Fort Collins Page 9 President Troxell stated Mr. Sutherland left right after making his comments and therefore does not appear interested in providing insight and improvement to the process. RESULT: ORDINANCE NO. 002, ADOPTED ON FIRST READING [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Bob Overbeck, District 1 AYES: Overbeck, Troxell, Cunniff, Horak, Martinez, Stephens, Summers • OTHER BUSINESS • ADJOURNMENT The meeting adjourned at 8:18 PM. ______________________________ Chair ATTEST: _________________________________ Secretary 1.1 Packet Pg. 5 Attachment: January 2, 2018 (6591 : EE-Minutes-1/2, 1/16) City of Fort Collins Page 10 ELECTRIC UTILITY ENTERPRISE BOARD January 16, 2018 8:15 PM • CALL MEETING TO ORDER PRESENT: Overbeck, Troxell, Cunniff, Horak, Martinez, Stephens, Summers Staff Present: Atteberry, Daggett, Coldiron 1. Second Reading of Ordinance No. 002, Agreeing to, Authorizing and Directing the Repayment of the $1.8 Million Loan from the General Fund for the Electric Utility's Startup Costs for its Provision of Telecommunication Facilities and Services to be Repaid from the Proceeds of Revenue Bonds Issued by the Enterprise to Fund Such Facilities and Services. (Adopted on Second Reading) This Ordinance, unanimously adopted on First Reading on January 2, 2018, represents the Electric Utility Enterprise’s agreement, authorization and direction to repay $1.8 million, plus 2.75% interest, to the General Fund when the Light & Power Fund receives the anticipated proceeds from the Enterprise’s planned issuance of revenue bonds for the Electric Utility’s provision of telecommunication facilities and services. City Council’s Ordinance No. 010, 2018, authorized the General Fund to loan $1.8 million to the Light & Power Fund to be used by the Electric Utility for its start-up costs to provide telecommunication facilities and services. The operation and maintenance expenses table in the “Whereas” clause for Ordinance No. 002, has been updated for Second Reading to be consistent with amended data presented in Ordinance No. 010, 2018. The revised table reflects the latest final planned budget for first year operation and maintenance expenses. Vice-President Horak made a motion, seconded by Boardmember Cunniff, to adopt Ordinance No. 002 on Second Reading. RESULT: ORDINANCE NO. 002, ADOPTED ON SECOND READING [UNANIMOUS] MOVER: Gerry Horak, District 6 SECONDER: Ross Cunniff, District 5 AYES: Overbeck, Troxell, Cunniff, Horak, Martinez, Stephens, Summers • OTHER BUSINESS • ADJOURNMENT The meeting adjourned at 8:16 PM. ______________________________ Chair ATTEST: _________________________________ Secretary 1.2 Packet Pg. 6 Attachment: January 16, 2018 (6591 : EE-Minutes-1/2, 1/16) Agenda Item 2 Item # 2 Page 1 AGENDA ITEM SUMMARY March 20, 2018 Electric Utility Enterprise Board STAFF Travis Storin, Accounting Director Mike Beckstead, Chief Financial Officer John Duval, Legal SUBJECT Items Relating to Electric Utility Enterprise Revenue Bonds, Series 2018. EXECUTIVE SUMMARY A. First Reading of Ordinance No. 003, Authorizing the Issuance and Sale of Its Tax-Exempt Revenue Bonds, Series 2018A, and Its Taxable Revenue Bonds, Series 2018B, Providing for the Sources of Payment of the Bonds and Providing Other Details Concerning the Bonds and the Enterprise’s System. B. First Reading of Ordinance No. 004, Authorizing the Defeasance of the Enterprises Taxable Revenue Bonds (Direct Pay Qualified Energy Conservation Bonds), Series 2010B. The purpose of this item is to consider two ordinances related to the Electric Utility Enterprise’s issuance of revenue bonds for the City’s proposed Broadband System. Ordinance No. 003, authorizes the financing and construction of a Municipal Broadband System to provide telecommunication facilities and services, including the transmission of voice, data, graphics, and/or video to customers within Fort Collins. This agenda item is consistent with Strategic Objective 3.9 from the 2016 Strategic Plan: Encourage the development of reliable, high speed internet services throughout the community. Ordinance No. 004, authorizes the defeasance of the Electric Utility Enterprise’s 2018B outstanding bonds, for which remaining payments total $5,270,000 principal and $513,328 interest through maturity in 2020. This defeasance is necessary to eliminate certain restrictive covenants in the 2010B bonds that would otherwise affect the Enterprise’s ability to issue the 2018 bonds for the Broadband System. The aggregate principal amount of the Bonds being issued shall not exceed $150,000,000. The net effective interest rate shall not exceed 5.45% on either the 2018A or 2018B Bonds. The 2018A Bonds shall mature no later than December 1, 2042, and the 2018B Bonds shall mature no later than December 1, 2032. STAFF RECOMMENDATION Staff recommends adoption of the Ordinances on First Reading. BACKGROUND / DISCUSSION Overview Consistent with recent Council work sessions concerning Broadband, City staff is bringing forward two ordinances related to the issuance of Electric Utility Enterprise revenue bonds. Financing of the capital and early operating costs of Broadband is a critical, requisite step to launch the new project as staff enters the design, construction, hiring, marketing, and systems work of the project. 2 Packet Pg. 7 Agenda Item 2 Item # 2 Page 2 Table 1: Broadband Project Schedule Bonding Process Subsequent to the City’s November 2017 special election and Council’s November 28, 2017 work session, City staff assembled a bonding team consisting of Finance, Legal, and Utilities staff, the City’s bond advisor, external bond legal counsel, and underwriting support. The bonding team has completed several important due diligence steps in advance of first reading of Ordinance No. 003, (the “Bond Ordinance”), summarized below: • Chose a Negotiated Sale and Public Offering, rather than Auction and/or private placement. The Negotiated Sale is preferred for large and complex bond issuances. This route means underwriters are selected via RFP in advance and partner with staff to structure the bonds • Syndicated Model: staff has selected three underwriters to jointly manage the pricing and distribution of the bonds • Completed two rating agency interviews. Obtaining ratings from multiple agencies is likely to make the offering more attractive to investors and thus lower costs. Ratings will be issued in late April shortly before the Preliminary Official Statement is published to investors. • Chose $1,000 denominated bonds, rather than the traditional $5,000, to encourage retail and/or local investor interest. Structure The bond issuance, defeasance, and structure are summarized as follows: • Funding $142.1M of gross proceeds, of which the City will use: o $119.0M for capital and operating costs o $8.2M for sequestered capital to be used for added market share and/or annexations o $14.1M for capitalized interest to defer 30 months’ payments o $0.8M for issuance costs • 25 year maturity at 3.9% interest cost, early redemption (call) feature beginning after year 10 • Annual debt service cost will gradually ramp up from $5.9M in 2021 to $9.7M in 2024 and averaging $10.2M from 2025 and beyond. • Repayment of $1.8M loan from General Fund with associated interest • Defeasance of the existing 2010B Electric Utility Enterprise bonds of $5.3M in principal and $0.5M in interest 2 Packet Pg. 8 Agenda Item 2 Item # 2 Page 3 Interest Rate Risk Interest rates are always subject to volatility and have inched upwards by 50 basis points in the last 90 days. Given another two months until pricing in mid-May, it is possible more movement in either direction could be seen. This Ordinance is written with parameters on interest that allow for up to 125 additional basis points on the rate. Below, the previous five years of yields for 20-year maturity bonds are displayed for reference: Table 2: Interest Rate History Comparison to Preliminary Business Plan Table 3: Comparison of Proposed Broadband Bond Ordinance vs. Business Plan CITY FINANCIAL IMPACTS The principal, interest, maturity, and price are subject to change upon pricing in mid-May within the proposed Bond Ordinance’s parameters. The parameters allow for a reasonable range of market scenarios in the weeks that elapse between first and second readings and final pricing of the bonds. 2 Packet Pg. 9 Agenda Item 2 Item # 2 Page 4 Structure As currently structured, the bonds have a 25-year maturity but allow for early redemption, in part or in whole, semiannually beginning in year 10 (or mid-2028). The bonds would fund $142,146,898 of gross proceeds. Funds would be used as follows: Table 4: Use of Proceeds Debt Service Debt service costs for the Enterprise will be deferred for the first 30 months, or 2018-2020, through the use of a capitalized interest fund. The capitalized interest fund is currently projected at $14,128,550 at inception. Upon the expiration of the capitalized interest fund in 2021, the Enterprise's annual debt service is structured to gradually increase concurrently with the Broadband Project's net revenues. Payments will reach their maximum in 2030 with $10,319,256. An amortization table of the combined Series A and B payments is included below for reference: 2 Packet Pg. 10 Agenda Item 2 Item # 2 Page 5 Table 5: Combined Amortization Table, Series A and B Defeasance The currently outstanding 2010B Bonds have language limiting how Light & Power revenues are pledged. Staff recommends an “in-substance” defeasance of this debt to enable pledging Light & Power revenues for the 2018 Bonds. The City would need to fund the defeasance of $5,270,000 in principal and $513,328 in interest. The 2018 operating budget includes regular debt service payments of $1,992,324. The remaining $3,791,004 would be paid from Light & Power reserves instead of from ongoing 2019 and 2020 revenues, freeing those revenues for another purpose. Since the 2010 Bonds were issued as Qualified Energy Conservation Bonds, the Light & Power Fund will lose access to interest credits totaling $373,000 if the 2010B Bonds are fully defeased. Staff recommends that the Light & Power Fund be repaid these lost credits from the proceeds of the 2018 Bond. 2 Packet Pg. 11 Agenda Item 2 Item # 2 Page 6 BOARD / COMMISSION RECOMMENDATION The City's Council Finance Committee supported proceeding to first readings with the full Council at a Special Meeting held February 27, 2018. PUBLIC OUTREACH Two separate ballot measures brought to voters were successful in authorizing the establishment of a municipal fiber retail broadband network. ATTACHMENTS 1. Council Finance Committee Minutes, February 27, 2018 (draft) (PDF) 2. Powerpoint presentation (PDF) 2 Packet Pg. 12 Finance Administration 215 N. Mason 2nd Floor PO Box 580 Fort Collins, CO 80522 970.221.6788 970.221.6782 - fax fcgov.com Special Finance Committee Meeting Minutes 02/27/18 11 am - noon CIC Room - City Hall Council Attendees: Mayor Wade Troxell, Ross Cunniff, Ken Summers Staff: Darin Atteberry, Mike Beckstead, Jeff Mihelich, Kevin Gertig, Carrie Daggett, Travis Storin, John Voss, John Duval, Andres Gavaldon, Lance Smith, Tyler Marr, Joanne Cech, Kelly DiMartino, Andres Gavaldon, Zach Mozer, Jennifer Poznanovic, SeonAh Kendall, Patrick Rowe, Allyssa Johnson, Blaine Dunn, Josh Birks Others: James Manire, Tim Tilleson, Colin Garfield, Todd Parker, Kevin Brinkman, Kevin Jones (Chamber of Commerce), Dale Adamy (Citizen), Meeting called to order at 11:04 am A. 2018 Light & Power Revenue Bonds, Series A and B Mike Beckstead, CFO Travis Storin, Accounting Director Lance Smith, Utilities Strategic Finance Director James Manire, Bond Advisor EXECUTIVE SUMMARY Staff is preparing to bring forward ordinances for first reading on March 20th for the following: • Issuance of 2018 Light & Power Revenue Bonds • Defeasance of 2010 Light & Power Revenue Bonds • Appropriation of proceeds for construction of a municipal retail broadband network Subject to change and as currently structured, bonds will be issued in gross for $141.9 million, which will cover issuance costs of $0.9 million, establishment of a capitalized interest fund of $13.8 million, and project proceeds of $127.2 million. Proceeds are split into separate tax-exempt and taxable series. Tax-exempt bonds have certain requirements to maintain their exempt status, including: • A reasonable expectation to spend 85% of the exempt proceeds within a 3-year window • A limitation on proceeds funding private use of up to 10% • A limitation on “bad money”, or the use of proceeds for working capital, of 5% of the issuance. ATTACHMENT 1 2.1 Packet Pg. 13 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) 2 The bonds are structured with a 25-year maturity and allow for early redemption beginning in year 10, or mid- 2028. Debt service at the currently contemplated terms is presented as follows: In addition, existing Light & Power bonds of $5.3 million will be defeased by placing cash reserves into an irrevocable escrow account. Doing so will satisfy bond covenants limiting the ability to pledge net revenues toward the 2018 bond issuance. Proceeds of the bonds will repay the $1.8 million short-term loan made from the General Fund earlier in 2018. Defeasance of the 2010 bonds will forfeit approximately $400,000 in Qualified Energy Conservation Bond subsidies, which will be repaid to Light and Power reserves from bond proceeds. The bond ordinance will be brought forward as a parameters ordinance, allowing for a reasonable range of market scenarios in the weeks that elapse between second reading and pricing of the bonds. Staff recommends multiple external rating agencies to review the issuance in March and April, and pricing and distribution to take place in May after second reading of the ordinance April 3. 2.1 Packet Pg. 14 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) 3 GENERAL DIRECTION SOUGHT AND SPECIFIC QUESTIONS TO BE ANSWERED Does the Finance Committee support proceeding to first reading on March 20, 2018? BACKGROUND/DISCUSSION For reference, below is the broadband implementation timeline, including the milestones on bond issuance: Within the bond issuance milestone above are the below key dates: 2.1 Packet Pg. 15 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) 4 Discussion / Next Steps; Mike Beckstead; this is completely neutral to L&P - no adverse impact on L&P revenues, reserves or rates. We had 13 organizations responded to our RFP - we interviewed 4 - the city should be proud as high-level firms participated. Very robust and transparent process. Mike Beckstead; Travis sent an email yesterday talking about the rating agency review – 30-40% of rating is management / leadership as opposed to financial - how L&P has been managed - we want to highlight next week - this is a big part of the rating - qualitative side - Fitch / S&P Option we are exploring - retail only order period of 1-2 days – access before the institutional investors - - access and can yield benefits to the city – it is not w/out risk as it is one more day it is in the marketplace. Institutional buyers projected to make up 70% - Encourage as much retail as possible anticipate it will top out 10-30% range. Ross Cunniff; enable retail - are we talking with investment advisors around the city to let their clients know of this option? Travis Storin; that will be part of what the underwriters do – we will work with the senior underwriter and CPIO to have a little bit of a marketing campaign on how to buy bonds via retail channels. newspaper, etc. 2.1 Packet Pg. 16 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) 5 Ross Cunniff; Will sequestering be part of the ordinance? ACTION ITEM: Mike Beckstead; we haven’t thought that through yet but we will and will come back with a recommendation. When fully ramped up this will be $10 - 10.2M of annual debt service Rates have ticked up 50 basis points recently - volatility - 2-3 months before we issue -there could be more movement up or down 2.1 Packet Pg. 17 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) 6 Mayor Troxell; comprehensive and well thought through - ready to go Ken Summers; I agree Ross Cunniff; ordinance and reserve 8.2 - I do have a bias toward wanting that - keep body informed. Mike Beckstead; to confirm, if we want to activate the reserve we need to come back to Council. Ross Cunniff; yes, come back to Council Carrie Daggett; make sure and touch base with bond council regarding this - 2.1 Packet Pg. 18 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) 7 Jim Manire; satisfy that as a policy matter - appropriation Ken Summers; confirming tax exempt is 3.8% - taxable is 4% Mike Beckstead; based on proposals we received about 3-4 weeks ago - I have a feeling it will be north of that but do not know by how much Travis Storin; taxable side scales up - earliest maturities are 3.1% in 2022, latest maturities are 3.9% in 2031. Ken Summers; 4.0 is 25-year term Travis Storin; because taxables are more expensive we have them maturing faster - maturing in year 13 where the exempt go through year 25. So taxable are 4% over 13 years, while exempt are 3.8% over 25 years Jim Manire; your staff in the due diligence, development, research and consulting has been strong and puts the city in a terrific position for this project – favorable position because of the ability to combine your finances with the electric utility -gives you market access for a project like this that a lot of communities in Colorado simply don’t have. Well organized approach to the project and financing. Darin Atteberry; we had consultants in the business planning process - best in industry - 3 years ago Jim is part of Bond Council which is a great team including Sally, Dee, Lance, Mike and Travis. Thank you for your professionalism and competency. Ross Cunniff; this has been a very streamlined and well done approach. Excited to move forward and get this off the ground. Ken Summers; positive effect - flexibility - makes sense Jeff Mihelich; appreciate Council’s willingness to going forward with success capital - allow us to expand. Meeting adjourned at 11:31 am 2.1 Packet Pg. 19 Attachment: Council Finance Committee Minutes, February 27, 2018 (draft) (6569 : EE-2018 Light & Power Revenue Bonds) Broadband Project and 2018 Electric Bonds March 20 2018 ATTACHMENT 2 2.2 Packet Pg. 20 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 2 Overview Current structure: • Funding $142.1M Revenue Bonds through L&P, netting $127.2M to project • Backed by revenue & rate making of L&P & current debt capacity • Series A – $87.4M Tax Exempt – 3 year spend requirement; Series B – $39.8M Taxable • Includes $8.2M capital to be sequestered for additional market share or annexation • 25 year maturity at 3.9% net interest cost; payments deferred 30 months • Early redemption (call) feature beginning after year 10 2.2 Packet Pg. 21 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 3 Overview (continued) Current structure: • Defeasance of existing Light and Power debt ($5.3M Principal, $0.5M Interest) • $2.0M is included with 2018 Budget • Remaining $3.8M would come from reserves vs. from 2019-2020 operating income • Reimbursement of 1) General Fund $1.8M appropriation plus interest and 2) Forfeited QECB subsidies ($0.4M) • All terms subject to change through date of pricing (5/25) 2.2 Packet Pg. 22 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 4 Macro Timeline Objective: Align key hires, vendors and contracts while working on bond issuance to support aggressive timeline after bonds close 2.2 Packet Pg. 23 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 5 Bonding Key Dates 12/28 RFP for Underwriting team 01/26 Underwriter selections 02/08 Initial drafts and due diligence: ordinances and prelim. official stmt. 02/27 Finance Committee 03/07; 03/08 Rating agency reviews (Fitch and S&P, respectively) 03/20; 04/03 First and second readings: bond ordinance, defeasance 04/2 ~ 04/18 On-site follow-up with S&P (date is TBD) 05/01 Post Official Statement online 05/01; 05/15 First and second readings: appropriations 05/25 Final Pricing 06/01 Projected closing and delivery of proceeds Completed: In Progress: 2.2 Packet Pg. 24 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Key components of process: • Underwriting • Ratings • Sales and Distribution 6 2.2 Packet Pg. 25 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 7 Debt Issuance Process: Underwriting • Negotiated Sale and public offering - preferred method for large and complex bond issuances. • Syndicated Model: One Senior Managing Underwriter and two co-managers • Criteria for selection were: a) issuance cost most favorably to the City, b) willing to buy bonds with own capital, c) support of rating agency process, d) local retail presence, and e) ability to market. 2.2 Packet Pg. 26 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 8 Debt Issuance Process: Ratings • Secured by Light & Power revenue. Light and Power is currently S&P AA-. • Targeting ratings from multiple rating agencies, which can lower interest cost. • Rating process will take place on-site with Fort Collins leadership. Focus is on electric utility, City operations, local community, and Broadband business plan. • Difference in AA category vs. A can be 10-15 basis points, a present value of $1.2M to $1.8M at current rates 2.2 Packet Pg. 27 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 9 Debt Issuance Process: Distribution and Sales • Underwriting syndicate and staff are evaluating local distribution channels • Current structure issues $1,000 denominations rather than traditional $5,000 • Options include a retail-only order period in advance of institutional sales (mutual funds, insurance companies, etc.). • This can increase access to residents who wish to invest while potentially lowering the City’s cost. • Institutional sales still paramount to success 2.2 Packet Pg. 28 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Term Summary: Proceeds 10 Series 2018A (Tax‐exempt) Series 2018B (Taxable) Total Project Fund $87,433,000 31,562,000 $118,995,000 Sequestered capital for annexations and/or market share ‐ 8,200,000 8,200,000 Capitalized Interest Fund 10,272,106 3,856,444 14,128,550 Cost of Issuance 541,793 281,556 823,348 Total $98,246,898 $43,900,000 $142,146,898 2.2 Packet Pg. 29 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Assumptions Comparison 11 Measure Business Plan Current Term 15 years 25 year w/ 10 yr. call Yields (exempt/taxable)* 4.0% / 5.0% 4.0% / 3.8% Principal: Exempt / Taxable / Total $64.0M / $68.0M / $132.0M $98.2M / $43.9M / $142.1M Full annual debt service $14.7M $10.2M First cashflow positive year Year 6 Year 5 Years to positive net cash 14 years 13 years *Note business case had taxable/exempt bonds paid concurrently over their terms. Current structure has taxable mature in 13 years and exempt in 25 years 2.2 Packet Pg. 30 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Questions and Comments 12 • Ordinances on first reading: • Issuance of 2018 Bonds • Defeasance of 2010 Bonds 2.2 Packet Pg. 31 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Appendix 13 2.2 Packet Pg. 32 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Term/Maturity Considerations Staff recommends 25 year term with early redemption option at 10 years, whereas business case assumed 15 year term. Factors for consideration include: 1) Flexibility if market share is slow; annual debt service $4-5M less 2) With market share, creates positive cashflow sooner that could be used for success or annexation 3) Helps with debt service coverage and satisfying additional bonds test in 2023 14 Expanding to 25 year term with call option maximizes flexibility 2.2 Packet Pg. 33 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Base Case: Level Debt Service, 2042 Final Maturity, Taxable Series Frontloaded OverviewResults of Structure Summary of Financing Series 2018 Bonds: Taxable bonds amortize from 2022‐2031 Tax‐Exempt bonds amortize from 2031‐2042 Capitalized Interest through 2020 No prior bonds Existing 2010 bonds will be cash defeased prior to the issuance of Series 2018 A&B Pro Forma Net Debt Service (Bond Year Basis) 15 Proposed Financing Tax‐Exempt Results Taxable Results Par Amount: $85,705,000 $43,900,000 Project Fund Deposit: $87,433,000 $39,762,000 Amortized: 2031‐2042 2022‐2031 Capitalized Interest through 2020: $10,272,106 $3,856,444 Average Life: 19.96 yrs 9.72 yrs All‐in Total Interest Cost (TIC): 3.97% 3.81% 0 2 4 6 8 10 12 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 Millions Taxable Principal Taxable Net Interest Tax‐Exempt Principal Tax‐Exempt Net Interest 2.2 Packet Pg. 34 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Project Budget 16 Leaves $16.4M unspent proceeds: $8.2M for Market Share and/or Annexations and $8.2M for 2019-2020 operating costs brought during budget cycle Funding Sources: Total 2018 Bond Proceeds 142,146,898 Earnings on Escrow for Capitalized Interest 2018‐2020 744,872 Total Project Funding 142,891,770 2018 Operating Appropriations Cost of Issuance (legal, advisor, underwriter) 822,100 Interest on $1.8 M loan from General Fund 15,000 2010 L&P defeasance, backfill QECB subsidy 373,000 Operating expenses 2018, repay GF loan 1,800,000 Operating Budget 2018 3,010,100 Multiyear Capital Appropriations Capitalized Interest 2018 3,070,000 Future capitalized interest (for 2019‐20) 11,806,906 Capital Projects 108,604,765 Capital Budget 123,481,671 Appropriated by Ordinance in 2018 126,491,770 2.2 Packet Pg. 35 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) 17 Annual Debt Service 2.2 Packet Pg. 36 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Impacts to L&P Debt Service Coverage 18 Measurement Debt Service Coverage Ratio Staff practice for Light & Power 2.00 Bond covenant 1.25 Rating Stress Test (2017) 1.30 Projected ratio for life of bonds* 3.20 ~ 5.00 *Assumes: 1. Rate increases previously presented in Light & Power long-term plan 2. 2023 bonding of $20M at 10 years for electric system Utilizes existing debt capacity through 2022, then Broadband revenues will cover 2.2 Packet Pg. 37 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) Interest Rate Activity 19 0.00 1.00 2.00 3.00 4.00 5.00 2013 2014 2015 2016 2017 2018 Yield to Maturity (%) Municipal and Corporate AA Rated 20 Year Maturity Bond Yields US Corporate AA+, AA, AA- 20YR Moody's Municipal Bond Yield AA 20 YR Possible 40-50 bps difference between now and pricing 5/15 pricing date 2.2 Packet Pg. 38 Attachment: Powerpoint presentation (6569 : EE-2018 Light & Power Revenue Bonds) -1- ORDINANCE NO. 003 AN ORDINANCE OF THE CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE AUTHORIZING THE ISSUANCE AND SALE OF ITS TAX-EXEMPT REVENUE BONDS, SERIES 2018A AND ITS TAXABLE REVENUE BONDS, SERIES 2018B, PROVIDING FOR THE SOURCES OF PAYMENT OF THE BONDS, AND PROVIDING OTHER DETAILS CONCERNING THE BONDS AND THE ENTERPRISE’S SYSTEM. WHEREAS, the City of Fort Collins, Colorado (the “City”) is a duly organized and existing home rule municipality of the State of Colorado, created and operating pursuant to Article XX of the Constitution of the State of Colorado and the home rule charter of the City (the “Charter”); and WHEREAS, the members of the City Council of the City (the “Council”) have been duly elected and qualified; and WHEREAS, Section 19.3(b) of the Charter Article V provides that the Council may, by ordinance establish its electric utility as an enterprise of the City; and WHEREAS, on November 3, 2015, the voters of the City approved a ballot question that authorized the City, in the exercise of its home-rule authority, to provide high- speed internet services, including, without limitation, high-bandwidth services, telecommunications services and/or cable television services to residents, businesses, schools, libraries, nonprofit entities and other users of such services located within the boundaries of the City’s growth management area; and WHEREAS, on November 7, 2017, the voters of the City approved an amendment to the City’s Charter, by adding a new Section 7 to Charter Article XII, to authorize the City’s provision of telecommunication facilities and services as a public utility pursuant to the following ballot question: “Shall Article XII of the City of Fort Collins Charter be amended to allow, but not require, City Council to authorize, by ordinance and without a vote of the electors, the City’s electric utility or a separate telecommunications utility to provide telecommunication facilities and services, including the transmission of voice, data, graphics and video using broadband Internet facilities, to customers within and outside Fort Collins, whether directly or in whole or part through one or more third-party providers, and in exercising this authority, to: (1) issue securities and other debt, but in a total amount not to exceed $150,000,000; (2) set the customer charges for these facilities and services subject to the limitations in the Charter required for setting the customer charges of other City utilities; (3) go into executive session to consider matters pertaining to issues of competition in providing these facilities and services; (4) establish and delegate to a Council- appointed board or commission some or all of the Council’s governing authority and powers granted in this Charter amendment, but not the power to issue securities and other debt; and (5) delegate to the City Manager some or all of Packet Pg. 39 -2- Council’s authority to set customer charges for telecommunication facilities and services?”; and WHEREAS, the Council has heretofore established the City’s Electric Utility as an enterprise of the City (the “Enterprise”) pursuant to Charter Article V, Section 19.3(b), Ordinance No. 60, 1993 and Ordinance No. 38, 2010; and WHEREAS, pursuant to Ordinance No. 011, 2018, the Council has amended the City Code to implement the authority granted in Section 7 of Article XII of the Charter and has authorized the Enterprise to acquire, construct, provide, fund and contract for telecommunication facilities and services in the City, and to take such other actions as may be necessary for the proper administration of said facilities and services; and WHEREAS, Ordinance No. 60, 1993, Ordinance No. 038, 2010, and Ordinance No. 011, 2018 shall be collectively referred to herein as the “Enterprise Ordinances;” and, WHEREAS, pursuant to the Charter and the Enterprise Ordinances, the Council has authorized the Enterprise, by and through the Council, sitting as the board of the Enterprise (the “Board”), to issue revenue and refunding securities and other debt obligations in the manner and to the full extent authorized in Section 7(b) of Charter Article XII and in City Code Section 26-392 to fund the Enterprise’s provision of telecommunication facilities and services; and WHEREAS, Charter Article V, Section 19.3(b) provides that the ordinance issuing any such revenue bonds or other obligations of the Enterprise shall be adopted in the same manner and shall be subject to referendum to the same extent as ordinances of the Council; and WHEREAS, City Code Section 26-392(c) provides that the Enterprise shall be authorized to bind the City to perform any obligation relating to the electrical utility system (the “System”) and to bind the City to perform any obligation relating to the System other than any multiple-fiscal year direct or indirect debt or other financial obligation of the City without adequate present cash reserves pledged irrevocably and held for payments in all future years; and WHEREAS, the Board proposes to extend, better, otherwise improve and equip the System to provide directly or indirectly telecommunication facilities and services, including high-speed broadband Internet facilities and service in the City (as more fully described herein, the “Project”); and WHEREAS, the Enterprise intends to issue its “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A” (the “2018A Bonds”) and its “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B” (the “2018B Bonds” and, together with the 2018A Bonds, the “Bonds”) to defray in part the Cost of the Project (defined herein); and WHEREAS, the Enterprise has previously issued its Taxable Revenue Bonds (Direct Pay Qualified Energy Conservation Bonds), Series 2010B (the “2010B Bonds”) that are currently outstanding in the aggregate principal amount of $5,270,000; and Packet Pg. 40 -3- WHEREAS, in connection with the issuance of the Bonds, the Board has determined that it is in the best interest of the City and the Enterprise to defease all of the outstanding 2010B Bonds prior to the of issuance of the Bonds in order to eliminate certain restrictive contractual provisions in the ordinance authorizing the 2010B Bonds; and WHEREAS, the 2010B Bonds will no longer be outstanding at the time the Bonds are issued; and WHEREAS, except for the 2010B Bonds, neither the City nor the Enterprise has pledged or hypothecated the Gross Pledged Revenues derived or to be derived from the operation of the System, or any part thereof, to the payment of any bonds or for any other purpose, with the result that the Net Pledged Revenues may now be pledged lawfully and irrevocably to the payment of the Bonds; and WHEREAS, the Enterprise intends to negotiate a proposal with the representative of the underwriters of the Bonds (collectively, the “Underwriters”) concerning the purchase of the Bonds; and WHEREAS, pursuant to Section 11-57-205, Colorado Revised Statutes, the Enterprise desires to delegate to the President and the Treasurer the independent power to accept the proposal to purchase the Bonds and to make final determinations relating to the Bonds, subject to the parameters contained in this Ordinance; and WHEREAS, the Board has determined and does hereby declare: A. In order to meet the present and future needs of the City, it is necessary and in the best interest of the City to extend, better, and otherwise improve and equip the System in order to provide directly or indirectly telecommunication facilities and services, including high-speed broadband Internet service; B. It is necessary and in the best interests of the City to issue the Bonds to defray a portion of the cost of the Project; C. The construction, acquisition and installation of the Project and the issuance of the Bonds to pay a portion of the costs thereof will be beneficial to the ratepayers of the System; D. The Net Pledged Revenues shall be pledged to the payment of the Bonds; E. The Bonds shall be sold by negotiated sale to the Underwriters in accordance with its proposal, and such sale is in the best interest of the City; and F. All action preliminary to the authorization of the issuance of the Bonds has been taken. WHEREAS, there are on file with the Enterprise the forms of the following documents (which are hereinafter defined): (i) the form of the Bond Purchase Agreement; (ii) the Packet Pg. 41 -4- form of the Paying Agent Agreement; (iii) the form of a Preliminary Official Statement for the Bonds; and (iv) the form of the Continuing Disclosure Certificate; and WHEREAS, it is necessary to provide for the form of the Bonds, the Bond details, the payment of the Bonds, and other provisions relating to the authorization, issuance, and sale of the Bonds. BE IT ORDAINED BY THE BOARD OF THE CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE AS FOLLOWS: ARTICLE I DEFINITIONS, INTERPRETATION, RATIFICATION AND EFFECTIVE DATE Section 101. Meanings and Construction. A. Definitions. The terms in this Section for all purposes of this Ordinance and of any Ordinance amendatory hereof or supplemental hereto, or relating hereto, and of any other Ordinance or any other document pertaining hereto, except where the context by clear implication otherwise requires, shall have the meanings herein specified: “Acquire” or “acquisition” means the opening, laying out, establishment, purchase, construction, securing, installation, reconstruction, lease, gift, grant from the Federal Government, the State, any body corporate and politic therein, or any other Person, the endowment, bequest, devise, transfer, assignment, option to purchase, other contract, or other acquisition, or any combination thereof, of any properties pertaining to the System, or an interest therein, or any other properties herein designated. “Board” means the governing body of the Enterprise. “Bond Counsel” means an attorney or a firm of attorneys, designated by the Enterprise of nationally recognized standing in matters pertaining to the tax status of interest on bonds issued by states and their political subdivisions, duly admitted to the practice of law before the highest court of any state of the United States of America or the District of Columbia. “Bond Fund” means, collectively, the 2018A Bond Fund and the 2018B Bond Fund. “Bond Insurance Policy” means the municipal bond insurance policy or financial guaranty insurance policy, if any, issued by the Bond Insurer guaranteeing the payment when due of the principal of and interest on all or a portion of the Bonds, if set forth in the Sale Certificate. “Bond Insurer” means the provider, if any, of the Bond Insurance Policy, or any successor thereto, if set forth in the Sale Certificate. Packet Pg. 42 -5- “Bond Purchase Agreement” means the Bond Purchase Agreement between the Enterprise and the Underwriters concerning the purchase of the Bonds. “Bond Year” means the twelve (12) months commencing on the second day of December of any calendar year and ending on the first day of December of the next succeeding calendar year. “Bonds” means, collectively, the 2018A Bonds and the 2018B Bonds; provided, however that should the Enterprise determine in the Sale Certificate to not issue either the 2018A Bonds or the 2018B Bonds, any reference herein to such specific series will be of no force and effect. “Book-entry form” or “book-entry system” means, with respect to the Bonds, a form or system, as applicable, under which physical Bond certificates in fully registered form are registered only in the name of The Depository Trust Company or its nominee as Owner, with the physical bond certificates “immobilized” in the custody of The Depository Trust Company. The book-entry system maintained by and the responsibility of The Depository Trust Company and not maintained by or the responsibility of the Enterprise or the Paying Agent is the record that identifies, and records the transfer of the interests of, the owners of book-entry interests in the Bonds. “Business Day” means a day of the year, other than a Saturday or Sunday, other than a day on which commercial banks located in the city in which the principal corporate trust office of the Paying Agent is located are required or authorized to remain closed and other than a day on which the New York Stock Exchange is closed. “Capital Improvements” means the acquisition of land, easements, facilities, and equipment (other than ordinary repairs and replacements), and those property improvements or any combination of property improvements which will constitute enlargements, extensions or betterments to the System and will be incorporated into the System. “Charter” means the Home Rule Charter of the City, as amended. “City” means the City of Fort Collins, Colorado. “City Code” means the Code of the City. “Closing Date” means the date of delivery of and payment for the Bonds. “Combined Maximum Annual Debt Service Requirements” means the Maximum Annual Debt Service Requirements for all designated Securities for which such computation is being made, treated as a single issue. “Commercial Bank” means a state or national bank or trust company which is a member of the Federal Deposit Insurance Corporation (or any successors thereto) and of the Federal Reserve System, which has a capital and surplus of $10,000,000 or more, and which is located within the United States of America. Packet Pg. 43 -6- “Continuing Disclosure Certificate” means the Continuing Disclosure Certificate for the Bonds executed by the Enterprise. “Costs of Issuance Fund” means the Costs of Issuance Fund created in the Paying Agent Agreement. “Cost of the Project” means all costs, as designated by the Enterprise, of the Project, or any interest therein, which cost, at the option of the Enterprise (except as may be otherwise limited by law) may include all, any one or other portion of the incidental costs pertaining to the Project, including, without limitation: (i) All preliminary expenses or other costs, including without limitation working capital costs, advanced or loaned by the City or the Enterprise or advanced by the Federal Government, the State or by any other Person from any source, with the approval of the Board, or any combination thereof, or otherwise; (ii) The costs of making surveys and tests, audits, preliminary plans, other plans, specifications, estimates of costs and other preliminaries; (iii) The costs of contingencies; (iv) The costs of premiums on any builders’ risk insurance and performance bonds during the construction, installation and other acquisition of the Project, or a reasonably allocated share thereof; (v) The costs of appraising, printing, estimates, advice, inspection, other services of engineers, architects, accountants, financial consultants, attorneys at law, clerical help and other agents and employees; (vi) The costs of making, publishing, posting, mailing and otherwise giving any notice in connection with the Project and the issuance of the Bonds; (vii) All costs and expenses of issuing the Bonds including, without limitation, fees of the Paying Agent, Bond Counsel, counsel to the Underwriters, counsel to the City or the Enterprise, financial advisor, rating agencies and printers to the extent not defrayed as an Operation and Maintenance Expense; (viii) The costs of the filing or recording of instruments and the cost of any title insurance premiums; (ix) The costs of funding any construction loans and other temporary loans pertaining to the Project and of the incidental expenses incurred in connection with such loans; (x) The costs of demolishing, removing, or relocating any buildings, structures, or other facilities on land acquired for the Project, and of acquiring lands to which such buildings, structures or other facilities may be moved or relocated; Packet Pg. 44 -7- (xi) The costs of machinery and equipment; (xii) The costs of any properties, rights, easements or other interests in properties, or any licenses, privileges, agreements and franchises; (xiii) The payment of the premium for any Bond Insurance Policy and any Reserve Fund Insurance Policy to be deposited in the Reserve Fund, if any; (xiv) The costs of labor, material and obligations incurred to contractors, builders and materialmen in connection with the acquisition and construction of the Project; (xv) The costs of amending any ordinance or other instrument pertaining to the Bonds or otherwise to the System; and (xvi) All other costs and expenses pertaining to the Project, including any costs and expenditures required by law. “Council” means the City Council of the City. “C.R.S.” means the Colorado Revised Statutes, as amended and supplemented as of the date hereof. “Debt Service Requirements” means for any period, the amount required to pay the principal of and interest on any designated Outstanding Securities during such period; provided that the determination of Debt Service Requirements of any Securities shall assume the redemption and payment of such Securities on any applicable mandatory redemption date. In any computation relating to the issuance of additional Parity Bonds required by this Ordinance, or relating to the rate maintenance covenant set forth in Section 921 of this Ordinance, there shall be excluded from the computation of Debt Service Requirements (a) any proceeds on deposit in a bond fund for such Securities constituting capitalized interest, and (b) any moneys deposited by the City or the Enterprise in the bond fund for such Securities that does not constitute Net Pledged Revenues of the System and that have been irrevocably pledged to pay the principal of and interest on such Securities. In determining the Debt Service Requirements for any issue of securities bearing interest at a variable, adjustable, convertible or other similar rate that is not fixed for the entire term thereof, it shall be assumed that any such Securities Outstanding at the time of the computation will bear interest during any period at the highest of (a) the actual rate on the date of calculation, or if the Securities are not yet outstanding, the initial rate (if established and binding), (b) if the Securities have been outstanding for at least twelve (12) months, the average rate over the twelve (12) months immediately preceding the date of calculation, and (c) (i) if interest on the Securities is excludable from gross income under the applicable provisions of the Tax Code, the average of the SIFMA Index during the preceding twelve (12) months plus one hundred (100) basis points, or (ii) if interest is not so excludable, the interest rate on direct Federal Securities with comparable maturities plus fifty (50) basis points. It shall further be assumed that any such Securities which may be tendered prior to maturity for purchase at the option of the Owner thereof will mature on their stated maturity dates or mandatory redemption Packet Pg. 45 -8- dates. The Enterprise or the City shall be permitted to treat any fixed rate payable on an interest rate exchange agreement or “swap” contract as the interest rate on any such issue of Securities if the counterparty to such agreement or contract has unconditionally agreed to pay all interest due on such Securities. “DTC” means the Depository Trust Company, New York, New York, and its successors and assigns, as securities depository for the Bonds. “Enterprise” means the City’s electric utility, which is in charge of the distribution and sale of electricity and the provision of telecommunication facilities and services in the City and is designated by City Code Section 26-392 as an enterprise of the City. “Enterprise Ordinances” means, collectively, the following ordinances adopted by the Council of the City: Ordinance No. 063, 1993, Ordinance No. 038, 2010 and Ordinance No. 110, 2018, establishing the Enterprise and authorizing the Enterprise to have and exercise certain powers in furtherance of its purposes. “Events of Default” means the events stated in Section 1003 hereof. “Federal Government” means the United States of America and any agency, instrumentality or corporation thereof. “Federal Securities” means bills, certificates of indebtedness, notes, or bonds which are direct obligations of, or the principal and interest of which obligations are unconditionally guaranteed by, the United States of America. “Fiscal Year” means the calendar year or any other 12 month period hereafter selected by the Enterprise as its fiscal year. “Fitch” means Fitch Ratings Inc., a corporation organized and existing under the laws of the State of Delaware, its successors and its assigns. “Gross Pledged Revenues” means all rates, fees, charges and revenues derived directly or indirectly by the City from the operation and use of and otherwise pertaining to the System, or any part thereof, whether resulting from Capital Improvements or otherwise, and includes all rates, fees, charges and revenues received by the City from the System, including without limitation: (i) All rates, fees and other charges for the use of the System, or for any service rendered by the City or the Enterprise in the operation thereof, directly or indirectly, the availability of any such service, or the sale or other disposal of any commodities derived therefrom, including, without limitation, connection charges, but: (a) Excluding any moneys borrowed and used for the acquisition of Capital Improvements or for the refunding of securities, and all income or other gain from any investment of such borrowed moneys; and Packet Pg. 46 -9- (b) Excluding any moneys received as grants, appropriations or gifts from the Federal Government, the State, or other sources, the use of which is limited by the grantor or donor to the construction of Capital Improvements, except to the extent any such moneys shall be received as payments for the use of the System, services rendered thereby, the availability of any such service, or the disposal of any commodities therefrom; and (ii) All income or other gain from any investment of Gross Pledged Revenues (including without limitation the income or gain from any investment of all Net Pledged Revenues, but excluding borrowed moneys and all income or other gain thereon in any project fund, construction fund, reserve fund, or any escrow fund for any Parity Bonds payable from Net Pledged Revenues heretofore or hereafter issued and excluding any unrealized gains or losses on any investment of Gross Pledged Revenues); and (iii) All income and revenues derived from the operation of any other utility or other income-producing facilities added to the System and to which the pledge and lien herein provided are lawfully extended by the Board or by the qualified electors of the City. “Improve” or “improvement” means the extension, reconstruction, alteration, betterment or other improvement by the construction, purchase or other acquisition of facilities, including, without limitation, appurtenant machinery, apparatus, fixtures, structures and buildings. “Independent Accountant” means any certified public accountant, or any firm of certified public accountants, duly licensed to practice and practicing as such under the laws of the State: (i) who is, in fact, independent and not under the domination of the City; (ii) who does not have any substantial interest, direct or indirect, with the City, and (iii) who is not connected with the City as an officer or employee thereof, but who may be regularly retained to make annual or similar audits of any books or records of the City. “Independent Engineer” means an individual, firm or corporation engaged in the engineering profession of recognized good standing and having specific experience in respect of business and properties of a character similar to those of the System, which individual, firm or corporation has no substantial interest, direct or indirect, in the City and in the case of an individual, is not a member of the Council, or an officer or employee of the City, and in the case of a firm or corporation, does not have a partner, director, officer or employee who is a member of the Council or an officer or employee of the City. “Light and Power Fund” means the special fund of that name heretofore created by the City and referred to in Section 602 hereof. Packet Pg. 47 -10- “Maximum Annual Debt Service Requirements” means the maximum aggregate amount of Debt Service Requirements (excluding redemption premiums) due on the Securities for which such computation is being made in any Bond Year beginning with the Bond Year in which Debt Service Requirements of such Securities are first payable after the computation date and ending with the Bond Year in which the last of the Debt Service Requirements are payable. “Net Pledged Revenues” means the Gross Pledged Revenues remaining after the payment of the Operation and Maintenance Expenses of the System. “Official Statement” means the Official Statement delivered in connection with the original issuance and sale of the Bonds. “Operation and Maintenance Expenses” means such reasonable and necessary current expenses of the City, paid or accrued, of operating, maintaining and repairing the System including, except as limited by contract or otherwise limited by law, without limiting the generality of the foregoing: (a) All payments made to the Platte River Power Authority, a wholesale electricity provider that acquires, constructs and operates generation capacity for the City, or its successor in function; (b) Engineering, auditing, legal and other overhead expenses directly related and reasonably allocable to the administration, operation and maintenance of the System; (c) Insurance and surety bond premiums appertaining to the System; (d) The reasonable charges of any paying agent, registrar, transfer agent, depository or escrow agent appertaining to the System or any bonds or other securities issued therefor; (e) Annual payments to pension, retirement, health and hospitalization funds appertaining to the System; (f) Any taxes, assessments, franchise fees or other charges or payments in lieu of the foregoing; (g) Ordinary and current rentals of equipment or other property; (h) Contractual services, professional services, salaries, administrative expenses, and costs of labor appertaining to the System and the cost of materials and supplies used for current operation of the System; (i) The costs incurred in the billing and collection of all or any part of the Gross Pledged Revenues; and (j) Any costs of utility services furnished to the System by the City or otherwise. Packet Pg. 48 -11- “Operation and Maintenance Expenses” does not include: (a) Any allowance for depreciation; (b) Any costs of reconstruction, improvement, extensions, or betterments, including without limitation any costs of Capital Improvements; (c) Any accumulation of reserves for capital replacements; (d) Any reserves for operation, maintenance, or repair of the System; (e) Any allowance for the redemption of any bonds or other securities payable from the Net Pledged Revenues or the payment of any interest thereon; (f) Any liabilities incurred in the acquisition of any properties comprising the System; and (g) Any other ground of legal liability not based on contract. “Ordinance” means this Ordinance of the Enterprise, which provides for the issuance and delivery of the Bonds. “Outstanding” when used with reference to the Bonds, the Parity Bonds, or any other designated securities and as of any particular date means all the Bonds, the Parity Bonds, or any such other securities payable from the Net Pledged Revenues or otherwise pertaining to the System, as the case may be, in any manner theretofore and thereupon being executed and delivered: (i) Except any Bond, Parity Bonds, or other security canceled by the Enterprise, by any paying agent, or otherwise on the Enterprise’s behalf, at or before such date; (ii) Except any Bond, Parity Bond, or other security deemed to be paid as provided in Section 1201 hereof or any similar provision of the Ordinance authorizing the issuance of such other security; and (iii) Except any Bond, Parity Bond, or other security in lieu of or in substitution for which another Bond or other security shall have been executed and delivered pursuant to Sections 306, 307 or 1106 hereof or any similar provisions of the Ordinance authorizing the issuance of such other security. “Owner” means the registered owner of any designated Bond, Parity Bond, or other designated security. “Parity Bond Ordinances” means any ordinances or agreements hereafter entered into by the City or the Enterprise with respect to Parity Bonds and, without duplication, any ordinances hereafter adopted by the Council or the Board authorizing the issuance of Parity Bonds. Packet Pg. 49 -12- “Parity Bonds” means any Securities hereafter issued or executed by the Enterprise or the City and payable in whole or in part from all or a portion of the Net Pledged Revenues equally or on a parity with the Bonds. “Paying Agent” means U.S. Bank National Association in Denver, Colorado, and being an agent of the Enterprise for the payment of the Debt Service Requirements due in connection with the Bonds, the registrar for the Bonds and for other administration of moneys pertaining to the Bonds, and includes any successor Commercial Bank as paying agent and registrar. “Paying Agent Agreement” means the Paying Agent Agreement dated the date of issuance of the Bonds between the Enterprise and the Paying Agent. “Permitted Investments” means any obligations permitted by the Charter and the ordinances of the City and, to the extent applicable, the laws of the State. “Person” means a corporation, firm, other body corporate (including, without limitation, the Federal Government, the State, or any other body corporate and politic other than the City or the Enterprise), partnership, limited liability company, association or individual, and also includes an executor, administrator, trustee, receiver or other representative appointed according to law. “Policy Costs” means repayment of draws under the Reserve Fund Insurance Policy, if any, plus all related reasonable expenses incurred by the Surety Provider, plus accrued interest thereon. “Preliminary Official Statement” means the Preliminary Official Statement delivered in connection with the original issuance and sale of the Bonds. “President” means the President of the Enterprise, who shall be the Mayor of the City. “Project” means (a) the land, facilities and rights constructed, installed, purchased and otherwise acquired for the System to provide Telecommunication Facilities and Services, and which constitute Capital Improvements, and (b) working capital related to the System. “Project Fund” means, collectively, the 2018A Project Fund and the 2018B Project Fund. “Rating Agency” means each nationally recognized securities rating agency then maintaining a rating on the Bonds and initially means Standard & Poor’s and Fitch. “Rebate Fund” means the special fund designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A, Rebate Fund” created pursuant to Section 608 hereof. “Record Date” means the close of business on the fifteenth day (whether or not a Business Day) of the calendar month next preceding an interest payment date. Packet Pg. 50 -13- “Redemption Date” means the date fixed for the redemption prior to their respective maturities of any Bonds or other designated Securities payable from Net Pledged Revenues in any notice of prior redemption or otherwise fixed and designated by the Enterprise. “Reserve Fund” means any Reserve Fund established to secure the payment of the principal of and interest on all or any portion of the Bonds in accordance with the provisions of the Sale Certificate and Section 606 hereof. If a Reserve Fund is created in the Sale Certificate, the terms and provisions of the Sale Certificate relating to the Reserve Fund shall be incorporated herein as if set forth herein. If a Reserve Fund is not created in the Sale Certificate, all references herein to the Reserve Fund and Reserve Fund Requirement shall be of no force and effect. “Reserve Fund Insurance Policy” means any insurance policy, surety bond, irrevocable letter of credit or similar instrument deposited in or credited to the Reserve Fund in lieu of or in partial substitution for moneys on deposit therein. “Reserve Fund Requirement” has the meaning ascribed to such term in the Sale Certificate. “Sale Certificate” means a certificate or certificates, executed by either the President or the Treasurer, dated on or before the date of delivery of the Bonds, setting forth the determinations that may be delegated to such officials pursuant to Section 11-57-205(1) of the Supplemental Act. “Secretary” shall mean the Secretary of the Enterprise, who shall be the City Clerk of the City. “Security or Securities” means bonds, notes, certificates, warrants, leases, contracts or other financial obligations or securities issued or executed by the Enterprise or the City and payable in whole or in part from a lien on the Net Pledged Revenues. “SIFMA Index” means the Securities Industry and Financial Markets Association Municipal Swap Index, produced by Municipal Market Data, or if such index is not published, then such other index selected by the Treasurer which reflects the yield of tax-exempt seven-day variable rate demand bonds. “Special Record Date” means the record date for determining ownership of the Bonds for purposes of paying accrued but unpaid interest, as such date may be determined pursuant to this Ordinance. “Standard & Poor’s” means S & P Global Ratings, a division of Standard & Poor’s Financial Services LLC, its successors and its assigns. “State” means the State of Colorado. “Supplemental Act” means Part 2 of Article 57 of Title 11, C.R.S. Packet Pg. 51 -14- “Surety Provider” means the Bond Insurer or any other entity issuing a Reserve Fund Insurance Policy with respect to the Bonds, if any. “System” means, collectively, the City’s electric distribution system that furnishes electricity and related services and the City’s broadband system using fiber-optic technology that provides Telecommunication Facilities and Services. The System consists of all properties, real, personal, mixed and otherwise, now owned or hereafter acquired by the City, through purchase, construction and otherwise, and used in connection with such system of the City, and in any way pertaining thereto and consisting of all properties, real, personal, mixed or otherwise, now owned or hereafter acquired by the City, whether situated within or without the City boundaries, used in connection with such system of the City, and in any way appertaining thereto, including all present or future improvements, extensions, enlargements, betterments, replacements or additions thereof or thereto and administrative facilities. “Tax Code” means the Internal Revenue Code of 1986, as amended to the date of delivery of the Bonds, and the regulations promulgated thereunder. “Tax Compliance Certificate” means the Tax Compliance and No Arbitrage Certificate executed by the Enterprise in connection with the initial issuance and delivery of the 2018A Bonds. “Telecommunication Facilities and Services” means those facilities used and services provided for the transmission, between or among points specified by the user, of information of the user’s choosing, without change in the form or content of the information as sent and received, to include, without limitation, any broadband Internet facilities and services using any technology having the capacity to transmit data to enable a subscriber to the service to originate and receive high-quality voice, data graphics and video. The term “Telecommunication Facilities and Services” shall be interpreted in the broadest possible way to cover the widest range of technologies and technology infrastructure, regardless of how these terms may be defined by federal or state law. “Term Bonds” means Bonds that are payable on or before their specified maturing dates from sinking fund payments established for that purpose and calculated to retire such Bonds on or before their specified maturity dates. “Treasurer” means the Treasurer of the Enterprise, who shall be the Financial Officer of the City. “Trust Bank” means a Commercial Bank which is authorized to exercise and is exercising trust powers located within or without the State, and also means any branch of the Federal Reserve Bank. “Underwriters” means, collectively, the underwriters of the Bonds. “2010B Bonds” means the “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds (Direct Pay Qualified Energy Conservation Bonds), Series 2010B” that will be defeased in whole prior to the issuance of the Bonds. Packet Pg. 52 -15- “2018A Bond Fund” means the special fund designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A, Bond Fund” created pursuant to Section 605 hereof. “2018A Bonds” means the Enterprise’s Tax-Exempt Revenue Bonds, Series 2018A, issued pursuant to this Ordinance. “2018A Project Fund” means the special fund designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A, Project Fund” created pursuant to Section 502 hereof. “2018B Bond Fund” means the special fund designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B, Bond Fund” created pursuant to Section 605 hereof. “2018B Bonds” means the Enterprise’s Taxable Revenue Bonds, Series 2018B, issued pursuant to this Ordinance. “2018B Project Fund” means the special fund designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B Project Fund” created pursuant to Section 502 hereof. B. Enterprise-Held Securities. Any securities payable from any Net Pledged Revenues held by the Enterprise shall not be deemed to be Outstanding for the purpose of redemption nor Outstanding for the purpose of consents hereunder or for any other purpose herein. Section 102. Ratification; Approval of Documents. All action heretofore taken (not inconsistent with the provisions of this Ordinance) by the Board, the officers and employees of the Enterprise and otherwise taken by the Enterprise directed toward the Project and the issuance, sale and delivery of the Bonds for such purposes, be, and the same hereby is, ratified, approved and confirmed. Packet Pg. 53 -16- ARTICLE II DETERMINATION OF THE ENTERPRISE’S AUTHORITY AND OBLIGATIONS; APPROVAL OF RELATED DOCUMENTS; AND ELECTION TO APPLY SUPPLEMENTAL ACT TO THE BONDS Section 201. Authorization; Conclusive Recital. The Bonds are issued in accordance with the Constitution and laws of the State, Charter, the City Code, the provisions of this Ordinance, the Enterprise Ordinances, the Supplemental Act and all other laws of the State thereunto enabling. For the purpose of defraying the cost of the Project, the Enterprise hereby authorizes to be issued its 2018A Bonds and its 2018B Bonds in the respective aggregate principal amounts provided in the Sale Certificate as approved by the President or the Treasurer, subject to the parameters and restrictions contained in this Ordinance. Section 202. Bonds Equally Secured. The covenants and agreements herein set forth to be performed on behalf of the Enterprise shall be for the equal benefit, protection and security of the Owners of any and all of the Outstanding Bonds and any Outstanding Parity Bonds heretofore or hereafter authorized and issued, all of which, regardless of the time or times of their issue or maturity, shall be of equal rank without preference, priority or distinction of any of such securities over any other thereof, except as otherwise expressly provided in or pursuant to this Ordinance. Section 203. Special Obligations. All of the Debt Service Requirements of the Bonds shall be payable and collectible solely out of the Net Pledged Revenues, which revenues are hereby so pledged; and the special funds pledged hereunder for the payment of the Debt Service Requirements of the Bonds. The Owner or Owners of the Bonds may not look to any general or other fund for the payment of such Debt Service Requirements, except the herein designated special funds pledged therefor; the Bonds shall not constitute a debt or indebtedness within the meaning of any constitutional, charter, or statutory provision or limitation; and the Bonds shall not be considered or held to be general obligations of the Enterprise or the City but shall constitute special obligations of the Enterprise. No statutory or constitutional provision enacted after the issuance of the Bonds shall in any manner be construed as limiting or impairing the obligation of the Enterprise to comply with the provisions of this Ordinance or to pay the Debt Service Requirements of the Bonds as herein provided. Section 204. Character of Agreement. None of the covenants, agreements, representations and warranties contained herein or in the Bonds shall ever impose or shall be construed as imposing any liability, obligation or charge against the Enterprise or the City (except the Net Pledged Revenues and the special funds pledged therefor), or against its general credit, or as payable out of its general fund or out of any funds derived from taxation or out of any other revenue source (other than those pledged therefor). Pursuant to the Enterprise Ordinances, the Enterprise is authorized to make covenants on behalf of the City and to bind the City to perform any obligation relating to the System other than any multiple-fiscal year direct or indirect debt or other financial obligation of the City without adequate present cash reserves pledged irrevocably and held for payment in future years. Notwithstanding anything in this Ordinance to the contrary, no such covenant of Packet Pg. 54 -17- the Enterprise on behalf of the City that would constitute such a direct or indirect debt or other financial obligation of the City may be enforced against the City. Section 205. No Pledge of Property. The payment of the Bonds is not secured by an encumbrance, mortgage or other pledge of property of the City or the Enterprise, except for the Net Pledged Revenues and other special funds pledged for the payment of the Debt Service Requirements of the Bonds. No property of the City or the Enterprise, subject to such exception, shall be liable to be forfeited or taken in payment of the Bonds. Section 206. No Recourse Against Officers and Agents. Pursuant to Section 11- 57-209 of the Supplemental Act, if a member of the Board or the Council, or any officer or agent of the Enterprise or the City acts in good faith, no civil recourse shall be available against such Board member or Council member, officer, or agent for payment of the principal or interest on the Bonds. Such recourse shall not be available either directly or indirectly through the Board, the Enterprise, the Council or the City, or otherwise, whether by virtue of any constitution, statute, rule of law, enforcement of penalty, or otherwise. By the acceptance of the Bonds and as a part of the consideration of their sale or purchase, any person purchasing or selling such Bonds specifically waives any such recourse. Section 207. Authorization of the Project. The Board, on behalf of the Enterprise, does hereby determine to undertake the Project, which is hereby authorized, and the net proceeds of the Bonds shall be used therefor. Section 208. Enterprise Status. The Board, on behalf of the Enterprise, hereby confirms its determination that the System shall be an “enterprise” for the purposes of Article X, Section 20 of the State Constitution. Section 209. Sale of Bonds. The Bonds shall be sold by negotiated sale to the Underwriters. Pursuant to the Supplemental Act, the Board hereby delegates to the President or the Treasurer the authority to execute the Bond Purchase Agreement, in accordance with the terms and limitations of this Ordinance. Section 210. Official Statement. The preparation, distribution and use of the Preliminary Official Statement for use in connection with the offering and sale of the Bonds is hereby authorized, ratified, approved and confirmed. The Preliminary Official Statement is hereby deemed by the Board to be final as of its date within the meaning of Rule 15c2-12(b)(1) of the U.S. Securities and Exchange Commission. The President and the Treasurer are each independently authorized to prepare or cause to be prepared, and the President is authorized and directed to approve, on behalf of the Enterprise, and execute a final Official Statement for use in connection with the offering and sale of the Bonds in substantially the form of the Preliminary Official Statement, but with such amendments, additions and deletions as are in accordance with the facts and not inconsistent herewith. The execution of a final Official Statement by the President shall be conclusively deemed to evidence the approval of the form and contents thereof by the Enterprise. Section 211. Paying Agent Agreement and Continuing Disclosure Certificate. The Board hereby approves the Paying Agent Agreement and the Continuing Disclosure Packet Pg. 55 -18- Certificate in substantially the forms of such documents on file with the Secretary, with only such changes therein as are not inconsistent herewith. The President is hereby authorized and directed to execute the Paying Agent Agreement and the Continuing Disclosure Certificate and the Secretary is hereby authorized to attest and to affix the seal of the Enterprise to the Paying Agent Agreement and the Continuing Disclosure Certificate. Such documents are to be executed in substantially the forms hereinabove approved, provided that such documents may be completed, corrected or revised as deemed necessary by the parties thereto in order to carry out the purposes of this Ordinance and to comply with the provisions of the Sale Certificate. The execution of any document or instrument by the appropriate officers of the Enterprise herein authorized shall be conclusive evidence of the approval by the Enterprise of such document or instrument in accordance with the terms hereof. Section 212. Other Related Documents. The President, the Treasurer, the Secretary and all other appropriate officers or employees of the Enterprise are authorized and directed to take all action necessary or appropriate to effectuate the provisions of this Ordinance, including without limiting the generality of the foregoing, executing, attesting, authenticating and delivering for and on behalf of the Enterprise any and all necessary documents, instruments or certificates and performing all other acts that they deem necessary or appropriate, including without limitation any financial guaranty agreement required by the provider of any insurance policy or reserve fund insurance policy related to the Bonds. The execution of any instrument by the appropriate officers of the Enterprise herein authorized shall be conclusive evidence of the approval by the Enterprise of such instrument in accordance with the terms hereof. Section 213. Election to Apply Supplemental Act to the Bonds; Delegation Section 11-57-204 of the Supplemental Act provides that a public entity, including the Enterprise, may elect in an act of issuance to apply all or any of the provisions of the Supplemental Act. The Board hereby elects to apply all of the Supplemental Act to the Bonds. The Bonds shall be issued under the authority of the Supplemental Act and shall so recite as provided herein. Pursuant to Section 11-57-210 of the Supplemental Act, such recital shall be conclusive evidence of the validity and regularity of the issuance of the Bonds after their delivery for value. Pursuant to Section 11-57-205 of the Supplemental Act, the Board hereby delegates to the President or the Treasurer the authority to independently sign a contract for the purchase of the Bonds or to accept a binding bid for the Bonds and to execute any agreement or agreements in connection therewith, and the Board hereby further delegates to each of the President or the Treasurer the authority to independently make any determination delegable pursuant to Section 11-57-205(1)(a-i) of the Supplemental Act, in relation to the Bonds, and to execute the Sale Certificate setting forth such determinations, subject to the following parameters and restrictions: (i) The aggregate principal amount of the Bonds shall not exceed $150,000,000. (ii) The net effective interest rate on the 2018A Bonds shall not exceed 5.45%; and the net effective interest rate on the 2018B Bonds shall not exceed 5.45%. Packet Pg. 56 -19- (iii) The price at which the Series 2018A Bonds will be sold to the Underwriters shall not be less than 98% of the aggregate principal amount of the Series 2018A Bonds; and the price at which the Series 2018B Bonds will be sold to the Underwriters shall be not less than 98% of the aggregate principal amount of the Series 2018B Bonds. (iv) The Series 2018A Bonds shall mature no later than December 1, 2042, and the Series 2018B Bonds shall mature no later than December 1, 2032. The President or the Treasurer are hereby independently authorized to determine if obtaining municipal bond insurance for all or a portion of the Bonds is in the best interests of the Enterprise, and if so, to select a Bond Insurer to issue a Bond Insurance Policy, execute a commitment relating to the same and execute any related documents or agreements required by such commitment. The President or the Treasurer are hereby independently authorized to determine if obtaining a Reserve Fund Insurance Policy for all or a portion of the Bonds is in the best interests of the Enterprise, and if so, to select a Surety Provider to issue a Reserve Fund Insurance Policy and execute any related documents or agreements required by such commitment. If the Enterprise determines that it will not obtain a Bond Insurance Policy all references herein to a Bond Insurance Policy or a Bond Insurer shall be of no force and effect. If the Enterprise determines that it will not obtain a Reserve Fund Insurance Policy, all references herein to a Reserve Fund Insurance Policy and a Surety Provider shall be of no force and effect. The delegation set forth in this Section 213 shall be effective for one year following the effective date of this Ordinance. ARTICLE III AUTHORIZATION, TERMS, EXECUTION AND ISSUANCE OF BONDS Section 301. Bond Details. A. General. The Bonds shall be issued in fully registered form (i.e. registered as to payment of both principal and interest), in denominations of $1,000 or any integral multiple thereof. The 2018A Bonds shall be lettered “RA” and shall be numbered separately from 1 upward. The 2018B Bonds shall be lettered “RB” and shall be numbered separately from 1 upward. The Bonds shall be dated as of the date of their delivery. The Bonds shall mature on December 1, in the years and amounts and be subject to prior redemption as set forth herein and in the Sale Certificate. The Bonds shall bear interest from the most recent interest payment date to which interest has been paid, or if no interest has been paid, from their date until their respective maturities (or prior redemption) at the rates set forth in the Sale Certificate. No interest shall accrue on any Bonds owned by or on behalf of the Enterprise. Interest on the Bonds shall be calculated on the basis of a 360-day year of twelve 30-day months, payable semiannually on each June 1 and December 1, commencing on the date provided in the Sale Certificate. B. Payment of Bonds. The principal of, premium, if any, and final interest payment on each Bond shall be payable at the principal corporate trust office of the Paying Packet Pg. 57 -20- Agent, or at such other office as the Paying Agent directs in writing to the Owners of the Bonds, or at the principal office of its successor, upon presentation and surrender of the Bond. Payment of interest on any Bond (other than the final interest payment) shall be made to the Owner thereof by the Paying Agent on or before each interest payment date, (or, if such interest payment date is not a Business Day, on or before the next succeeding Business Day), to such Owner at his or her address as it appears on the registration records kept by the Paying Agent on the Record Date; but any such interest not so timely paid or duly provided for shall cease to be payable to the person who is the Owner thereof at the close of business on the Record Date and shall be payable to the person who is the Owner thereof at the close of business on a Special Record Date for the payment of any such defaulted interest. Such Special Record Date and the date fixed for payment of such defaulted interest shall be fixed by the Paying Agent whenever moneys become available for payment of the defaulted interest, and notice of the Special Record Date shall be given to the Owners not less than ten days prior to the Special Record Date by first- class mail to each such Owner as shown on the Paying Agent’s registration books on a date selected by the Paying Agent, stating the date of the Special Record Date and the date fixed for the payment of such defaulted interest. The Paying Agent may make payments of interest on any Bond by such alternative means as may be mutually agreed to between the Owner of such Bond and the Paying Agent. If any Bond is not paid upon its presentation and surrender at or after its maturity or prior redemption, interest shall continue at its stated rate per annum until the principal thereof is paid in full. All such payments shall be made in lawful money of the United States of America. Section 302. Execution of Bonds. The Bonds shall be executed in the name of the Enterprise by the manual or facsimile signature of the President, shall be sealed with the corporate seal of the Enterprise or a facsimile thereof thereunto affixed, imprinted, engraved or otherwise reproduced and shall be attested by the manual or facsimile signature of the Secretary. Any Bond may be signed (manually or by facsimile), sealed or attested on behalf of the Enterprise by any person who, at the date of such act, shall hold the proper office, notwithstanding that at the date of authentication, issuance or delivery, such person may have ceased to hold such office. The President and the Secretary may adopt as and for his or her own facsimile signature the facsimile signature of his or her predecessor in office in the event that such facsimile signature appears on any of the Bonds. Before the execution of any Bond, the President and the Secretary shall each file with the Colorado Secretary of State his or her manual signature certified by him or her under oath. Section 303. Authentication Certificate. The authentication certificate upon the Bonds shall be substantially in the form and tenor provided in the form of the Bonds attached to this Ordinance as Exhibit A (with respect to the 2018A Bonds) and Exhibit B (with respect to the 2018B Bonds). No Bond shall be secured hereby or entitled to the benefit hereof, nor shall any Bond be valid or obligatory for any purpose, unless the certificate of authentication, substantially in such form, has been duly executed by the Paying Agent and such certificate of the Paying Agent upon any Bond shall be conclusive evidence that such Bond has been authenticated and delivered hereunder. The certificate of authentication shall be deemed to have been duly executed by it if manually signed by an authorized officer or employee of the Paying Agent, but it shall not be necessary that the same officer or employee sign the certificate of authentication on all of the Bonds. Packet Pg. 58 -21- Section 304. Registration and Payment. The Paying Agent shall also act as registrar and transfer agent for the Bonds and shall keep or cause to be kept sufficient records for the registration and transfer of the Bonds, which shall at all times be open to inspection by the Enterprise. Upon presentation for such purpose, the Paying Agent shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registered or transferred, on said records, Bonds as herein provided. Except as provided in Section 306 hereof, the Person in whose name any Bond shall be registered on the registration records kept by the Paying Agent shall be deemed and regarded as the absolute owner thereof for the purpose of making payment of the Debt Service Requirements thereof and for all other purposes; and payment of or on account of the Debt Service Requirements of any Bond shall be made only to the Owner thereof or his or her legal representative, but such registration may be changed upon transfer of such Bond in the manner and subject to the conditions and limitations provided herein. All such payments shall be valid and effectual to discharge the liability upon such Bond to the extent of the sum or sums so paid. The foregoing provisions of this Section are subject to the provisions of Section 307 hereof. Section 305. Transfer and Exchange. Any Bond may be transferred upon the records required to be kept pursuant to the provisions of Section 304 hereof by the Person in whose name it is registered, in person or by his, her or its duly authorized attorney, upon surrender of such Bond for cancellation, accompanied by delivery of a written instrument of transfer in a form approved by the Paying Agent, duly executed. Whenever any Bond or Bonds shall be surrendered for transfer, the Paying Agent shall authenticate and deliver a new Bond or Bonds for a like aggregate principal amount and of the same maturity and interest rate and of any authorized denominations. The Bonds may be exchanged by the Paying Agent for a like aggregate principal amount of Bonds of the same maturity and interest rate and of other authorized denominations. The execution by the Enterprise of any Bond of any denomination shall constitute full and due authorization of such denomination and the Paying Agent shall thereby be authorized to authenticate and deliver such Bond. The Paying Agent shall not be required to transfer or exchange (a) any Bond subject to redemption during a period beginning at the opening of business 15 days before the day of the mailing of a notice of redemption of Bonds and ending at the close of business on the day such notice is mailed, or (b) any Bond so selected for redemption in whole or in part after the mailing of notice calling such Bond or any portion thereof for prior redemption except the unredeemed portion of Bonds being redeemed in part. The Paying Agent shall require the payment by any Owner requesting exchange or transfer of any tax or other governmental charge required to be paid with respect to such exchange or transfer, and may charge a sum sufficient to pay the cost of preparing each new Bond upon each exchange or transfer and any other expenses of the Enterprise or the Paying Agent incurred in connection therewith. The foregoing provisions of this Section are subject to the provisions of Section 307 hereof. Section 306. Bond Replacement. If any Bond shall have been lost, destroyed or wrongfully taken, the Enterprise shall provide for the replacement thereof in the manner set forth Packet Pg. 59 -22- and upon receipt of the evidence, indemnity bond and reimbursement for expenses provided in Section 8-41 of the City Code. Any such new Bond shall bear a number not previously assigned. The applicant for any such new Bond may be required to pay all expenses and charges of the Enterprise and of the Paying Agent in connection with the issuance of such Bond. All Bonds shall be held and owned upon the express condition that, to the extent permitted by law, the foregoing conditions are exclusive with respect to the replacement and payment of mutilated, destroyed, lost or stolen Bonds, negotiable instruments or other securities. Section 307. Book Entry. A. Depository. Notwithstanding any contrary provision of this Ordinance, the Bonds initially shall be evidenced by one Bond for each maturity and interest rate in denominations equal to the aggregate principal amount of the Bonds of the same series, maturity and interest rate. Such initially delivered Bonds shall be registered in the name of “Cede & Co.” as nominee for DTC. The Bonds may not thereafter be transferred or exchanged except: (1) to any successor of The Depository Trust Company or its nominee, which successor must be both a “clearing corporation” as defined in Section 4-8-102(a)(5), C.R.S. and a qualified and registered “clearing agency” under Section 17A of the Securities Exchange Act of 1934, as amended; or (2) upon the resignation of The Depository Trust Company or a successor or new depository institution under clause (1) or this clause (2) of this paragraph A, or a determination by the Board that The Depository Trust Company or such successor or a new depository institution is no longer able to carry out its functions, and the designation by the Board of another depository institution acceptable to the Board and to the depository then holding the Bonds, which new depository must be both a “clearing corporation” as defined in Section 4-8-102(a)(5), C.R.S. and a qualified and registered “clearing agency” under Section 17A of the Securities Exchange Act of 1934, as amended, to carry out the functions of The Depository Trust Company or such successor new depository institution; or (3) upon the resignation of The Depository Trust Company or a successor or new depository institution under clause (1) above or designation of a new depository institution pursuant to clause (2) above, or a determination of the Board that The Depository Trust Company or such successor or depository institution is no longer able to carry out its functions, and the failure by the Board, after reasonable investigation, to locate another depository institution under clause (2) to carry out such depository institution functions. B. Successor. In the case of a transfer to a successor of The Depository Trust Company or its nominee as referred to in clause (1) or (2) of paragraph A hereof, upon receipt of the outstanding Bonds by the Paying Agent together with written instructions for transfer satisfactory to the Paying Agent, a new Bond for each maturity and interest rate of the Bonds then outstanding shall be issued to such successor or new depository, as the case may be, or its nominee, as is specified in such written transfer instructions. In the case of a resignation or determination under clause (3) of paragraph A hereof and the failure after reasonable investigation to located another qualified depository institution for the Bonds as provided in clause (3) of paragraph A hereof, and upon receipt of the outstanding Bonds by the Paying Packet Pg. 60 -23- Agent, together with written instructions for transfer satisfactory to the Paying Agent, new Bonds shall be issued in authorized denominations as provided in and subject to the limitations of Sections 301, 304, and 305 hereof, registered in the names of such Persons, as are requested in such written transfer instructions; however, the Paying Agent shall not be required to deliver such new Bonds within a period of less than 60 days from the date of receipt of such written transfer instructions. C. Absolute Owner. The Enterprise and the Paying Agent shall be entitled to treat the Owner of any Bond as the absolute owner thereof for all purposes hereof and any applicable laws, notwithstanding any notice to the contrary received by any or all of them and the Enterprise and the Paying Agent shall have no responsibility for transmitting payments or notices to the beneficial owners of the Bonds held by The Depository Trust Company or any successor or new depository named pursuant to paragraph A hereof. D. Payment. The Enterprise and the Paying Agent shall endeavor to cooperate with The Depository Trust Company or any successor or new depository named pursuant to clause (1) or (2) of paragraph A hereof in effectuating payment of the principal amount of the Bonds upon maturity or prior redemption by arranging for payment in such a manner that funds representing such payments are available to the depository on the date they are due. E. Redemption. Upon any partial redemption of any maturity and interest rate of the Bonds, Cede & Co. (or its successor) in its discretion may request the Enterprise to issue and authenticate a new Bond or shall make an appropriate notation on the Bond indicating the date and amount of prepayment, except in the case of final maturity, in which case the Bond must be presented to the Paying Agent prior to payment. The records of the Paying Agent shall govern in the case of any dispute as to the amount of any partial prepayment made to Cede & Co. (or its successor). Section 308. Bond Cancellation. Whenever any Bond shall be surrendered to the Paying Agent upon payment thereof, or to the Paying Agent for transfer, exchange or replacement as provided herein, such Bond shall be promptly canceled and destroyed by the Paying Agent. Section 309. Negotiability. Subject to the provisions expressly stated or necessarily implied herein, the Bonds shall be fully negotiable and shall have all the qualities of negotiable paper, and the holder or holders thereof shall possess all rights enjoyed by the holders of negotiable instruments under the provisions of the Colorado Uniform Commercial Code. Section 310. Resignation or Removal of Paying Agent. If the Paying Agent shall resign in accordance with the terms and provisions of the Paying Agent Agreement or if the Enterprise shall determine to remove the Paying Agent, the Enterprise may, upon notice mailed to each Owner of Bonds at the addresses last shown on the registration books of the Enterprise, accept the resignation of the Paying Agent or remove the Paying Agent, as the case may be, and appoint a successor paying agent. Every such successor paying agent shall be a Commercial Bank. Any such resignation or removal shall become effective only on the appointment of a Packet Pg. 61 -24- successor and acceptance by the successor of its duties hereunder and under the Paying Agent Agreement. Section 311. Bond Form. Subject to the provisions of this Ordinance, each 2018A Bond shall be in substantially the form attached hereto as Exhibit A and each 2018B Bond shall be in substantially the form attached hereto as Exhibit B, with such omissions, insertions, endorsements and variations as to any recitals of fact or other provisions as may be required by the circumstances, be required or permitted by this Ordinance or the Sale Certificate, be consistent with this Ordinance or be necessary or appropriate to conform to the rules and requirements of any governmental authority or any usage or requirement of law with respect thereto. Packet Pg. 62 -25- ARTICLE IV REDEMPTION Section 401. Optional Redemption. The Bonds shall be subject to redemption at the option of the Enterprise from any legally available funds on the dates, at the prices, and in the manner set forth in the Sale Certificate. Section 402. Mandatory Sinking Fund Redemption. The Term Bonds, if any, shall be subject to mandatory sinking fund redemption at the times, in the amounts and at the prices provided in the Sale Certificate. On or before the thirtieth day prior to each such sinking fund payment date, the Paying Agent shall proceed to call the Term Bonds, if any, as provided in the Sale Certificate (or any Term Bond or Term Bonds issued to replace such Term Bonds) for redemption from the sinking fund on the next December 1, and give notice of such call without further instruction or notice from the Enterprise. At its option, to be exercised on or before the sixtieth day next preceding each such sinking fund Redemption Date, the Enterprise may (a) deliver to the Paying Agent for cancellation Term Bonds subject to mandatory sinking fund redemption on such date in an aggregate principal amount desired or (b) receive a credit in respect of its sinking fund redemption obligation for any Term Bonds of the maturity and interest rate subject to mandatory sinking fund redemption on such date, which prior to said date have been redeemed (otherwise than through the operation of the sinking fund) and canceled by the Paying Agent and not theretofore applied as a credit against any sinking fund redemption obligation. Each Term Bond so delivered or previously redeemed will be credited by the Paying Agent at the principal amount thereof against the obligation of the Enterprise on such sinking fund date and such sinking fund obligation will be accordingly reduced. The Enterprise will on or before the sixtieth day next preceding each sinking fund Redemption Date furnish the Paying Agent with its certificate indicating whether or not and to what extent the provisions of (a) and (b) of the preceding sentence are to be availed with respect to such sinking fund payment. Failure of the Enterprise to deliver such certificate shall not affect the Paying Agent’s duty to give notice of sinking fund redemption as provided in this paragraph. Section 403. Partial Redemption. In the case of Bonds of a denomination larger than $1,000, a portion of such Bond ($1,000 or any integral multiple thereof) may be redeemed, in which case the Paying Agent shall, without charge to the owner of such Bond, authenticate and issue a replacement Bond or Bonds for the unredeemed portion thereof. Section 404. Notice of Prior Redemption. Unless waived in writing by the Owner of a Bond to be redeemed, notice of redemption shall be given by the Paying Agent in the name of the Enterprise by mailing such notice at least thirty days and not more than sixty days prior to the redemption date, by first-class mail, postage prepaid, to the Owners of the Bonds to be redeemed at their addresses as shown on the registration records, or in the event that the Bonds to be redeemed are registered in the name of DTC, such notice may, in the alternative, be Packet Pg. 63 -26- given by electronic means in accordance with the requirements of DTC. Notwithstanding the foregoing, the Paying Agent may provide notice of redemption by such alternative means as may be mutually agreed to between the Owner of the Bonds and the Paying Agent. Failure to give such notice to the Owner of any Bond, or any defect therein, shall not affect the validity of the proceedings for the redemption of any other Bonds. All such notices of redemption shall be dated and shall state: (i) the redemption date, (ii) the redemption price, (iii) if less than all outstanding Bonds are to be redeemed, the identification (and, in the case of partial redemption, the respective principal amounts) of the Bonds to be redeemed, (iv) that on the redemption date the redemption price will become due and payable upon each such Bond or portion thereof called for redemption, and that interest thereon shall cease to accrue from and after said date, and (v) if applicable, the place where such Bonds are to be surrendered for payment of the redemption price. Except as provided below, after such notice has been given in the manner provided herein, the Bond or Bonds called for redemption shall become due and payable on the designated redemption date, and upon presentation thereof the Enterprise shall pay the Bond or Bonds called for redemption. Installments of interest due on the redemption date shall be payable as provided in this Ordinance for the payment of interest. A certificate by the Paying Agent that a notice of redemption has been given as herein set forth shall be conclusive and receipt by the Owner of a notice of redemption shall not be a condition precedent to the redemption of that Bond. Unless waived by the Paying Agent, the Enterprise agrees to provide the Paying Agent with not less than 10 days’ notice of any prior redemption. Notwithstanding the provisions of this Section, any notice of redemption shall either (a) contain a statement that the redemption is conditioned upon the receipt by the Paying Agent on or before the redemption date of funds sufficient to pay the redemption price of the Bonds so called for redemption, and that if such funds are not available, such redemption shall be cancelled by written notice to the Owners of the Bonds called for redemption in the same manner as the original redemption notice was given, or (b) be given only if funds sufficient to pay the redemption price of the Bonds so called for redemption are on deposit with the Paying Agent in the applicable fund or account. All Bonds surrendered for redemption pursuant to the provisions of this Section shall be canceled and destroyed by the Paying Agent and shall not be reissued. ARTICLE V USE OF BOND PROCEEDS AND OTHER MONEYS Section 501. Disposition of Bond Proceeds. When the Bonds have been duly executed by appropriate Enterprise officers and authenticated by the Paying Agent, the Enterprise shall cause the Bonds to be delivered to the Underwriters on receipt of the agreed purchase price. The Bonds shall be delivered in such denominations as the Underwriters shall direct, subject to the provisions of this Ordinance and the Sale Certificate, and the Paying Agent shall initially register the Bonds in such name or names as the Underwriters shall direct. The net proceeds derived from the sale of the Bonds, upon the receipt thereof, shall be applied by the Enterprise as set forth in the Sale Certificate. Packet Pg. 64 -27- The Underwriters and any subsequent Owners of any of the Bonds are not responsible for the application or disposal by the Enterprise or by any of its officers, agents and employees of the moneys derived from the sale of the Bonds or of any other moneys herein designated. Section 502. Project Fund. There is hereby created, and shall be held by the Enterprise, the special and separate accounts to be known as the (a) “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A Project Fund” and the (b) “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B Project Fund.” Proceeds of the 2018A Bonds in the amount set forth in the Sale Certificate shall be deposited in the 2018A Project Fund and proceeds of the 2018B Bonds in the amount set forth in the Sale Certificate shall be deposited in the 2018B Project Fund. Except as otherwise provided herein, moneys on deposit in the Project Fund shall be used solely for the purpose of paying the Cost of the Project. The expenditure of moneys on deposit in the 2018A Project Fund shall be subject to the tax covenants set forth in Section 929 of this Ordinance and the Tax Compliance Certificate, and shall not be applied to the payment of working capital expenses except to the extent permitted by Section 929 of this Ordinance and the Tax Compliance Certificate. Moneys on deposit in the Project Fund may also be used and paid out by the Enterprise to defray the ongoing administrative costs of the Project, including, without limitation, amounts to be paid to the Paying Agent, legal fees, and accounting fees. The Enterprise may defray any such administrative costs from time to time as Operation and Maintenance Expenses to the extent the moneys deposited in the Project Fund are insufficient therefor. Section 503. Completion of Project. When the portion of the Project that is being financed with the proceeds of the Bonds is completed in accordance with the relevant plans and specifications and all amounts due therefor, including all proper incidental expenses and all administrative costs of the Project referred to in Section 502 hereof, are paid, or for which full provision is made, the Treasurer, to the extent permitted by the Tax Compliance Certificate, shall cause all surplus moneys remaining in the Project Fund, if any, except for any moneys designated in the certificate to be retained to pay any unpaid accrued costs or contingent obligations, to be transferred as follows: A. With respect to the 2018A Bonds, (a) to the Rebate Fund so as to enable the Enterprise to comply with Section 929 hereof, (b) if the Reserve Fund is created in the Sale Certificate, to the Reserve Fund to the extent set forth in the Sale Certificate, to such extent as shall not cause the amount in the Reserve Fund to exceed the Reserve Fund Requirement, and (c) to the 2018A Bond Fund to the extent of any remaining balance of such moneys to be applied against the next principal payment or payments coming due on the 2018A Bonds. Nothing herein prevents the transfer from the 2018A Project Fund to the 2018A Bond Fund, at any time prior to the termination of the 2018A Project Fund, of any moneys which the Treasurer by certificate determines will not be necessary for the Project and will not be designated to be transferred to the Rebate Fund. B. With respect to the 2018B Bonds, (a) if the Reserve Fund is created in the Sale Certificate, to the Reserve Fund to the extent set forth in the Sale Certificate, to such extent Packet Pg. 65 -28- as shall not cause the amount in the Reserve Fund to exceed the Reserve Fund Requirement, and (b) to the 2018B Bond Fund to the extent of any remaining balance of such moneys to be applied against the next principal payment or payments coming due on the 2018B Bonds. Nothing herein prevents the transfer from the 2018B Project Fund to the 2018B Bond Fund, at any time prior to the termination of the 2018B Project Fund, of any moneys which the Treasurer by certificate determines will not be necessary for the Project. Section 504. Lien on Bond Proceeds. Until the proceeds of the Bonds deposited in the Project Fund are applied as herein provided, such Bond proceeds are subject to a lien thereon and pledge thereof for the benefit of the Owners of the Outstanding Bonds as provided in Section 601 hereof. ARTICLE VI ADMINISTRATION OF AND ACCOUNTING FOR PLEDGED REVENUES Section 601. Pledge Securing Bonds. The Net Pledged Revenues are hereby pledged, and a lien thereon is hereby created, to secure the payment of the Debt Service Requirements of the Bonds in accordance with the provisions of this Ordinance. All moneys and securities paid or to be paid to or held or to be held in the Bond Fund, the Project Fund and the Reserve Fund are also hereby pledged, and a lien thereon is hereby created, to secure the payment of the Debt Service Requirements of the Outstanding Bonds, subject to the right of the Enterprise to cause amounts to be withdrawn from the Project Fund to pay the Cost of the Project as provided herein. Amounts on deposit in the Rebate Fund shall not be subject to the lien and pledge of this Ordinance to secure the payment of the Bonds. The pledge of the Net Pledged Revenues shall be valid and binding from and after the date of the delivery of the Bonds. The creation, perfection, enforcement, and priority of the pledge of revenues to secure or pay the Bonds as provided herein shall be governed by Section 11-57-208 of the Supplemental Act and this Ordinance. The revenues pledged for the payment of the Bonds, as received by or otherwise credited to the Enterprise, shall immediately be subject to the lien of such pledge without any physical delivery, filing, or further act. The lien of such pledge on the revenues pledged for payment of the Bonds and the obligation to perform the contractual provisions made herein shall have priority over any or all other obligations and liabilities of the Enterprise except any Outstanding Parity Bonds hereafter authorized. The lien of the pledge of the Net Pledged Revenues as described in this section shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the Enterprise (except as herein otherwise provided) irrespective of whether such parties have notice thereof. Section 602. Light and Power Fund Deposits. So long as any of the Bonds shall be Outstanding, the entire Gross Pledged Revenues, upon their receipt from time to time by the Enterprise, shall be set aside and credited immediately to the special and separate account heretofore created by the City and known as the “Light and Power Fund.” Packet Pg. 66 -29- Section 603. Administration of Light and Power Fund. So long as any of the Bonds shall be Outstanding, the following payments shall be made from the Light and Power Fund, as provided in Sections 604 through 610 hereof. Section 604. Operation and Maintenance Expenses. First, as a first charge on the Light and Power Fund, from time to time there shall continue to be held therein moneys sufficient to pay Operation and Maintenance Expenses, as they become due and payable, and thereupon they shall be promptly paid. For purposes of determining the amount of moneys that shall be held in the Light and Power Fund to pay Operation and Maintenance Expenses, the Enterprise may take into consideration the proceeds of the 2018B Bonds, if any, that are on deposit in the 2018B Project Fund that will be applied to pay Operation and Maintenance Expenses. Any surplus remaining in the Light and Power Fund and not needed for Operation and Maintenance Expenses shall be used for other purposes of the Light and Power Fund as herein provided. Section 605. Bond Fund. Second, from any remaining Net Pledged Revenues, there shall be credited each month, concurrently with each other and with amounts required to meet the Debt Service Requirements with respect to any Outstanding Parity Bonds, to the special and separate accounts hereby created and to be known as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A, Bond Fund,” (the “2018A Bond Fund”) and the “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B, Bond Fund,” (the “2018B Bonds Fund”) the following amounts: A. Interest Payments. Monthly (i) to the 2018A Bond Fund, commencing with the month immediately succeeding the delivery of the 2018A Bonds, an amount in equal monthly installments necessary, together with any moneys therein and available therefor, to pay the interest due and payable on the Outstanding 2018A Bonds on the next succeeding interest payment date; and (ii) to the 2018B Bond Fund, commencing with the month immediately succeeding the delivery of the 2018B Bonds, an amount in equal monthly installments necessary, together with any moneys therein and available therefor, to pay the interest due and payable on the Outstanding 2018A Bonds on the next succeeding interest payment date. B. Principal Payments. Monthly (i) to the 2018A Bond Fund, commencing on the first day of the month immediately succeeding the delivery of any of the 2018A Bonds, or commencing on the first day of the month one year next prior to the first principal payment date of any of the 2018A Bonds, whichever commencement date is later, an amount in equal monthly installments necessary, together with any moneys therein and available therefor, to pay the next installment of principal (whether at maturity or on a mandatory redemption date) due on the Outstanding 2018A Bonds, and (ii) to the 2018B Bond Fund, commencing on the first day of the month immediately succeeding the delivery of any of the 2018B Bonds, or commencing on the first day of the month one year next prior to the first principal payment date of any of the 2018B Bonds, whichever commencement date is later, an amount in equal monthly installments necessary, together with any moneys therein and available therefor, to pay the next installment of principal (whether at maturity or on a mandatory redemption date) due on the Outstanding 2018B Bonds. Packet Pg. 67 -30- If prior to any interest payment date or principal payment date, there has been accumulated in the Bond Fund the entire amount necessary to pay the next maturing installment of interest or principal, or both, the payment required in paragraph A or B (whichever is applicable) of this Section 605 may be appropriately reduced; but the required annual amounts again shall be so credited to such account commencing on such interest payment date or principal payment date. The moneys credited to the 2018A Bond Fund shall be used to pay the Debt Service Requirements of the 2018A Bonds then Outstanding, as such Debt Service Requirements become due, except as provided in Sections 608 and 1201 hereof. The moneys credited to the 2018B Bond Fund shall be used to pay the Debt Service Requirements of the 2018B Bonds then Outstanding, as such Debt Service Requirements become due, except as provided in Section 1201 hereof. The City shall be authorized to create capitalized interest accounts within the 2018A Bond Fund and the 2018B Bond Fund. The amounts to be deposited to any such capitalized interest accounts shall be set forth in the Sale Certificate. Section 606. Reserve Fund. A Reserve Fund to secure the payment of the principal of and interest on the Bonds may be established pursuant to the Sale Certificate. In the event that a Reserve Fund is established, the following provisions shall apply. In the event that no Reserve Fund is established in the Sale Certificate, all references herein to the Reserve Fund and the Reserve Fund Requirement shall be of no force and effect. In satisfaction of the Reserve Fund Requirement, upon delivery of the Bonds or at such time as required by the Sale Certificate, either proceeds of the Bonds, cash or a Reserve Fund Insurance Policy in the amount of the Reserve Fund Requirement being provided by Surety Provider shall be deposited in the special and separate fund hereby created and to be known as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Revenue Bonds, Series 2018, Reserve Fund”. The proceeds of the Bonds, cash or a Reserve Fund Insurance Policy shall be credited to Reserve Fund as provided in the Sale Certificate. Any Reserve Fund Insurance Policy shall be held by the Paying Agent. Any Reserve Fund Insurance Policy deposited to the credit of the Reserve Fund shall be valued at the amount available to be drawn or otherwise paid pursuant to such Reserve Fund Insurance Policy at the time of calculation. The Paying Agent shall maintain adequate records as to the amount available to be drawn at any time under the Reserve Fund Insurance Policy and as to the amounts, of which it has knowledge, of Policy Costs paid and owing to the Surety Provider. Such records shall be open to inspection and verification by the Surety Provider during business hours of the Paying Agent. After the payments or deposits required by Sections 604 and 605 have been made or provided for (and except as provided in Section 607 and 608 hereof), and concurrently with any payments required to be made pursuant to any Parity Bond Ordinances with respect to any reserve funds which may be, but are not required to be, established thereby and concurrently with any repayment or similar obligations payable to any surety provider issuing any reserve fund insurance policy with respect to any Parity Bonds, from any moneys remaining in the Light and Power Fund there shall be credited to the Reserve Fund monthly, commencing on the first day of the month next succeeding each date on which the moneys accounted for in the Reserve Packet Pg. 68 -31- Fund for any reason are less than the Reserve Fund Requirement, such amounts in substantially equal monthly payments on the first day of each month to re-accumulate the Reserve Fund Requirement by not more than 12 such monthly payments. If a Reserve Fund Insurance Policy is on deposit in the Reserve Fund to fund all or a part of the Reserve Fund Requirement, the amounts payable into the Reserve Fund pursuant to the immediately preceding sentence shall be paid by the Enterprise first to the Surety Provider to reimburse it for Policy Costs due and owing and second to replenish cash in the Reserve Fund. If there are insufficient Net Pledged Revenues to comply with the requirements of the first sentence of this paragraph, available Net Pledged Revenues shall be credited or paid to the Reserve Fund and to reserve funds which may be established by any Parity Bond Ordinances (or to the Surety Provider or any other surety provider issuing any reserve fund insurance policy with respect to any Parity Bonds) pro rata, based upon the aggregate principal amount of the Bonds and any such Parity Bonds then Outstanding. If there are insufficient Net Pledged Revenues to comply with the requirements of the first sentence of this paragraph and more than one Reserve Fund Insurance Policy is on deposit in the Reserve Fund, available Net Pledged Revenues credited to or paid to the Reserve Fund shall be applied to reimburse the Surety Provider and any other surety provider providing a Reserve Fund Insurance Policy pro rata, based upon the original amount available to be drawn on each. The Reserve Fund Requirement shall be accumulated and, if necessary, re- accumulated from time to time, in the Reserve Fund from Net Pledged Revenues, except to the extent other moneys are credited to the Reserve Fund, and maintained as a continuing reserve to be used, except as hereinafter provided in Sections 607, 608, 704 and 1201 hereof, only to prevent deficiencies in the payment of the Debt Service Requirements of the Bonds Outstanding from time to time from the failure to deposit into the Bond Fund sufficient moneys to pay such Debt Service Requirements as the same accrue and become due. Moneys on deposit in the Reserve Fund may also be applied to the defeasance of the Bonds and to the last principal payments due on the Bonds. No payment need be made into the Reserve Fund at any time so long as the moneys and/or the Reserve Fund Insurance Policy therein equal not less than the Reserve Fund Requirement and there are no Policy Costs due and owing. Unless otherwise provided in the Sale Certificate, the Reserve Fund Requirement shall be re-calculated upon (i) any principal payment, whether at stated maturity or upon redemption, or (ii) the defeasance of all or a portion of the Bonds. The Enterprise may at any time substitute (a) cash or Investment Securities for a Reserve Fund Insurance Policy or (b) a Reserve Fund Insurance Policy for cash or Investment Securities, so long as the amount on deposit in the Reserve Fund after such substitution is at least equal to the Reserve Fund Requirement. Notwithstanding the foregoing, no Reserve Fund Insurance Policy shall be deposited by the Enterprise in the Reserve Fund for such substitution unless the Enterprise has received an opinion of Bond Counsel to the effect that such substitution and the intended use by the Enterprise of the cash or Investment Securities to be released from the Reserve Fund will not adversely affect the exclusion from gross income for federal income tax purposes of interest on the 2018A Bonds. Packet Pg. 69 -32- Section 607. Termination of Deposits. No payment need be made into the Bond Fund or the Reserve Fund, if any, if the amount in the Bond Fund and the amount in the Reserve Fund total a sum at least sufficient so that all Bonds Outstanding are deemed to have been paid pursuant to Section 1201 hereof, in which case moneys therein (taking into account the known minimum gain from any investment if such moneys in Permitted Investments from the time of any such investment or deposit shall be needed for such payment which will not be designated for transfer to the Rebate Fund) shall be used (together with any such gain from such investments) solely to pay the Debt Service Requirements of the Outstanding Bonds as the same become due; and any moneys in excess thereof in those accounts and any other moneys derived from the Net Pledged Revenues or otherwise pertaining to the System may be used to make required payments into the Rebate Fund or in any other lawful manner determined by the Council. Section 608. Rebate Fund. After any payments required to be made pursuant to Sections 604 and 605 have been made, and after any required transfers have been made to the Reserve Fund, if any, there shall be deposited into the special and separate account hereby created, and held by the Enterprise, and to be known as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A, Rebate Fund” moneys in the amounts and at the times specified in the Tax Compliance Certificate so as to enable the Enterprise to comply with Section 929 hereof. Any such payments shall be made concurrently with any payments required to be made pursuant to any Parity Bond Ordinances with respect to any rebate funds established thereby. Amounts on deposit in the Rebate Fund shall not be subject to the lien and pledge of this Ordinance. The Enterprise shall cause amounts on deposit in the Rebate Fund to be forwarded to the United States Treasury (at the address provided in the Tax Compliance Certificate) at the times and in the amounts set forth in the Tax Compliance Certificate. If the moneys on deposit in the Rebate Fund are insufficient for the purposes thereof, the Enterprise shall transfer moneys in the amount of the insufficiency to the Rebate Fund from the Project Fund, the Bond Fund and the Reserve Fund, if any. Upon receipt by the Enterprise of an opinion of Bond Counsel to the effect that the amount in the Rebate Fund is in excess of the amount required to be contained therein, such excess may be transferred to the Light and Power Fund. Section 609. Payment of Subordinate Securities. Subject to the provisions hereinabove in this Article, but subsequent to the payments required by Sections 604, 605 and 608 hereof and any required payments to the Reserve Fund, any moneys remaining in the Light and Power Fund may be used by the Enterprise for the payment of Debt Service Requirements of subordinate securities, including reasonable reserves for such subordinate securities and for rebate of amounts to the United States Treasury with respect to such subordinate securities. Section 610. Use of Remaining Revenues. After the payments hereinabove required to be made by Sections 602 through 609 hereof have been made or provided for in each month, any remaining Net Pledged Revenues in the Light and Power Fund shall be used, first, for any one or any combination of reasonably necessary purposes and in the Council’s discretion relating to the operation, improvement or debt management of the System and, second, to the Packet Pg. 70 -33- extent of any remaining surplus, for any one or any combination of lawful purposes as the Council may from time to time conclusively determine. Section 611. Budget and Appropriation of Sums. The sums required to make the payments specified in this Article VI shall be included in the budget and the annual, biennial, or supplemental appropriation ordinances or measures to be adopted or passed by the Council in each year while the Bonds, either as to principal or interest, are Outstanding and unpaid. No provisions of any constitution, Charter, statute, ordinance, resolution, or other order or measure enacted after the issuance of the Bonds shall in any manner be construed as limiting or impairing the obligations of the City and the Enterprise to keep and perform the covenants contained in this Ordinance so long as any of the Bonds remain Outstanding and unpaid. ARTICLE VII GENERAL ADMINISTRATION Section 701. Administration of Accounts. The special funds and accounts designated in Articles V and VI hereof shall be administered as provided in this Article (but not any account under Section 1201 hereof). Section 702. Places and Times of Deposits. Except for the Costs of Issuance Fund, each of the special funds or accounts created or adopted herein hereof shall be maintained by the Enterprise as a book account and kept separate kept separate and apart from all other funds or accounts of the Enterprise and the City as trust funds solely for the purposes herein designated therefor. For purposes of investment of moneys, nothing herein prevents the commingling of moneys accounted for in any two or more such funds or accounts pertaining to the Gross Pledged Revenue. Such funds or accounts shall be continuously secured to the fullest extent required or permitted by the laws of the State for the securing of public funds and shall be irrevocable and not withdrawable by anyone for any purpose other than the respective designated purposes of such funds or accounts. Each periodic payment shall be credited to the proper fund or account not later than the date therefor herein designated, except that when any such date shall be not be a Business Day, then such payment shall be made on or before the next preceding Business Day. The Costs of Issuance Fund shall be held and maintained by the Paying Agent pursuant to the provisions of the Paying Agent Agreement. Section 703. Investment of Moneys. Any moneys in the Light and Power Fund, Project Fund, Bond Fund, Reserve Fund, if any, and Rebate Fund and not needed for immediate use shall be invested or reinvested by the Treasurer in Permitted Investments. All such investments shall (a) either be subject to redemption at any time at a fixed value by the holder thereof at the option of such holder, or (b) mature not later than the estimated date or respective dates on which the proceeds are to be expended as estimated by the Treasurer at the time of such investment or reinvestment; provided that (1) Permitted Investments credited to the Reserve Fund shall not mature later than ten years from the date of such investment or reinvestment and (2) collateral securities of any Permitted Investments may have a maturity of more than five years from the date of purchase thereof. For the purpose of any such investment or reinvestment, Permitted Investments shall be deemed to mature at the earliest date on which the obligor is, on demand, obligated to pay a fixed sum in discharge of the whole of such obligations. Packet Pg. 71 -34- Section 704. Accounting for Investments. The Permitted Investments so purchased as an investment or reinvestment of moneys in any such account hereunder shall be deemed at all times to be a part of the account. Any interest or other gain from any investments and reinvestments of moneys accounted for in the Light and Power Fund, the Project Fund, the Bond Fund and the Rebate Fund shall be credited to such account, and any loss resulting from any such investments or reinvestments of moneys accounted for in the Light and Power Fund, the Project Fund, the Bond Fund, the Reserve Fund and the Rebate Fund shall be charged or debited to such Fund. Any interest or other gain from any investment or reinvestment of moneys accounted for in the Reserve Fund (a) shall be credited to the Rebate Fund or the Bond Fund, at the discretion of the Treasurer, if the amount credited to the Reserve Fund immediately after such credit to the Rebate Fund or the Bond Fund is not less than the Reserve Fund Requirement and (b) if the amount credited to the Reserve Fund is less than the Reserve Fund Requirement, shall be credited to the Reserve Fund (up to the amount of the deficiency). No loss or profit in any account on any investments or reinvestments in Permitted Investments shall be deemed to take place as a result of market fluctuations of the Permitted Investments prior to the sale or maturity thereof. In the computation of the amount in any account for any purpose hereunder, except as herein otherwise expressly provided or for rebate purposes, as described in the Tax Compliance Certificate, Permitted Investments shall be valued at the cost thereof (including any amount paid as accrued interest at the time of purchase of the obligation); provided that any time or demand deposits shall be valued at the amounts deposited, in each case exclusive of any accrued interest or any other gain to the Enterprise until such gain is realized by the presentation of matured coupons for payment or otherwise. Section 705. Redemption or Sale of Permitted Investments. The Treasurer shall present for redemption or sale on the prevailing market at the best price obtainable any Permitted Investments so purchased as an investment or reinvestment of moneys in the account whenever it shall be necessary in order to provide moneys to meet any withdrawal, payment or transfer from such account. Neither the Treasurer nor any other officer or employee of the Enterprise shall be liable or responsible for any loss resulting from any such investment or reinvestment made in accordance with this Ordinance. Section 706. Character of Funds. The moneys in any account designated in Articles V and VI hereof shall consist either of lawful money of the United States or Permitted Investments, or both such money and such Permitted Investments. Moneys deposited in a demand or time deposit account in a bank or savings and loan association, appropriately secured according to the laws of the State, shall be deemed lawful money of the United States. Section 707. Payment of Debt Service Requirements. The moneys credited to any fund or account designated in Article VI hereof for the payment of the Debt Service Requirements of any Bonds shall be used without requisition, voucher, warrant, further order or authority (other than is contained herein), or any other preliminaries, to pay promptly the Debt Service Requirements of any Bonds payable from such fund or account as such amounts are due, except to the extent any other moneys are available therefor. Packet Pg. 72 -35- ARTICLE VIII SECURITIES LIENS AND ADDITIONAL SECURITIES Section 801. Lien. The Bonds shall constitute an irrevocable lien (but not necessarily an exclusive lien) upon the Net Pledged Revenues on a parity with the lien of the Net Pledged Revenues of the Parity Bonds. Section 802. Equality of Bonds. The Bonds and any Parity Bonds hereafter authorized to be issued and from time to time Outstanding are equitably and ratably secured by a lien on the Net Pledged Revenues and shall not be entitled to any priority one over the other in the application of the Net Pledged Revenues regardless of the time or times of the issuance of the Bonds and any other such Parity Bonds, it being the intention of the Board that there shall be no priority among the Bonds and any such Parity Bonds regardless of the fact that they may be actually issued and delivered at different times, except that (a) moneys in the Project Fund, Bond Fund and Reserve Fund, if any, shall secure only the Bonds and the moneys in any project fund, bond fund, reserve fund or similar funds established for other Parity Bonds shall secure only such Parity Bonds; and (b) other Parity Bonds may have a lien on Net Pledged Revenues on a parity with the lien thereon of the Bonds even if no reserve fund is established for such Parity Bonds or a reserve fund is established but with a different requirement as to the amount of moneys (or the value of a reserve fund insurance policy with respect to such Parity Bonds) required to be on deposit therein or the manner in which such reserve fund is funded or the period of time over which such reserve fund is funded. Section 803. Issuance of Parity Bonds. The Enterprise and the City shall be authorized to issue Parity Bonds provided that the following conditions are satisfied: A. Current on Payments; No Event of Default. The Enterprise is current in all payments required to have been accumulated in the Bond Fund and the Reserve Fund as required herein and in any Parity Bond Ordinances, and no Event of Default has occurred and is continuing hereunder. B. Historic Earnings Test. The Net Pledged Revenues for any 12 consecutive months out of the 18 months preceding the month in which such proposed Parity Bonds are to be issued are at least equal to the sum of 125% of the Combined Maximum Annual Debt Service Requirements of the Outstanding Bonds, all Outstanding Parity Bonds and such additional Parity Bonds proposed to be issued. C. Adjustment of Gross Pledged Revenues. In any computation under paragraph B of this Section, the amount of the Gross Pledged Revenues for the applicable period shall be decreased and may be increased by the amount of loss or gain conservatively estimated by an Independent Accountant, Independent Engineer or the Treasurer, as the case may be, which results from any changes, which became effective not less than 60 days prior to the last day of the period for which Gross Pledged Revenues are determined, in any schedule of fees, rates and other charges constituting Gross Pledged Revenues based on the number of users during the applicable period as if such modified schedule of fees, rates and other charges shall have been in effect during such entire time period. However, the Gross Pledged Revenues need Packet Pg. 73 -36- not be decreased by the amount of any such estimated loss to the extent the Independent Accountant, the Independent Engineer or the Treasurer estimates the loss is temporary in nature or will be offset within a reasonable temporary period by an increase in revenues or a reduction in Operation and Maintenance Expenses not otherwise included in the calculations under this Section, and estimates any loss under this sentence will not at any time materially and adversely affect the Enterprise’s apparent ability to comply with the rate maintenance covenant stated in Section 921 hereof without modification because of any restrictive legislation, regulation or other action under the police power exercised by any governmental body. D. Reduction of Annual Requirements. The respective annual Debt Service Requirements (including as such a requirement the amount of any prior redemption premiums due on any Redemption Date) shall be reduced to the extent such Debt Service Requirements are scheduled to be paid in each of the respective Fiscal Years with moneys held in trust or in escrow for that purpose by any Trust Bank, including the known minimum yield from any investment in Federal Securities and any bank deposits, including any certificate of deposit. E. Consideration of Additional Expenses. In determining whether or not additional Parity Bonds may be issued as aforesaid, consideration shall be given to any probable increase (but not reduction) in the Operation and Maintenance Expenses of the System as estimated by the Treasurer that will result from the expenditure of the funds proposed to be derived from the issuance and sale of the additional securities; but the Treasurer may reduce any such increase in Operation and Maintenance Expenses by the amount of any increase in revenues or any reduction in Operation and Maintenance Expenses resulting from the Capital Improvements to which such expenditure relates and not otherwise included in the calculations under this Section, if the Treasurer also opines that any such increase in revenues or reduction in any increase in Operation and Maintenance Expenses will not materially and adversely affect the Enterprise’s apparent ability to comply with the rate maintenance covenant stated in Section 921 hereof without modification because of any restrictive legislation, regulation or other action under the police power exercised by any governmental body. F. Refunding of Parity Bonds. In the case of additional Parity Bonds issued for the purpose of refunding less than all of the Bonds and other Parity Bonds then Outstanding, compliance with Sections 803B, 803C, 803D and 803E shall not be required (unless by the provisions of any Parity Bond Ordinances authorizing the issuance of other Outstanding Parity Bonds) so long as the Debt Service Requirements on all Bonds and other Parity Bonds Outstanding after the issuance of such additional Parity Bonds in each Bond Year does not exceed the Debt Service Requirements on all Bonds and other Parity Bonds Outstanding prior to the issuance of such additional Parity Bonds in each Bond Year. Section 804. Certification of Revenues. A written certificate or written opinion by the Treasurer under Section 803 B that such annual revenues, when adjusted as hereinabove provided in paragraphs C, D, and E of Section 803 hereof, are sufficient to pay such amounts, as provided in paragraph B of Section 803 hereof, shall be conclusively presumed to be accurate in determining the right of the Enterprise to authorize, issue, sell and deliver additional securities on a parity with the Bonds. Packet Pg. 74 -37- Section 805. Subordinate Securities Permitted. Nothing herein prevents the Enterprise from issuing additional Securities payable from all or a portion of the Net Pledged Revenues and having a lien thereon subordinate, inferior and junior to the lien thereon of the Bonds. Section 806. Superior Securities Prohibited. Nothing herein permits the Enterprise or the City to issue additional Securities payable from all or a portion of the Net Pledged Revenues and having a lien thereon prior and superior to the lien thereon of the Bonds. ARTICLE IX PROTECTIVE COVENANTS Section 901. General. The Enterprise hereby particularly covenants and agrees with the Owners of the Bonds from time to time, and makes provisions which shall be a part of its contract with such Owners, which covenants and provisions shall be kept by the Enterprise or the City continuously until all of the Bonds have been fully paid or discharged. Section 902. Performance of Duties. The City, acting by and through its officers or otherwise, shall faithfully and punctually perform, or cause to be performed, all duties with respect to the Gross Pledged Revenues and the System required by the Constitution and laws of the State, the Charter and the various Ordinances of the City and the Enterprise, including, without limitation, the making and collection of reasonable and sufficient fees, rates and other charges for services rendered or furnished by or the use of the System, as herein provided, and the proper segregation of the proceeds of the Bonds and of any securities hereafter authorized and the Gross Pledged Revenues and their application from time to time to the respective accounts provided therefor. Section 903. Contractual Obligations. The Enterprise or the City shall perform all contractual obligations undertaken by it under any agreements relating to the Bonds, the Gross Pledged Revenues, the Project, or the System, or any combination thereof. Section 904. Further Assurances. At any and all times the Enterprise or the City shall, so far as it may be authorized by law, pass, make, do, execute, acknowledge, deliver and file or record all and every such further instruments, acts, deeds, conveyances, assignments, transfers, other documents and assurances as may be reasonably necessary or desirable for the better assuring, conveying, granting, assigning and confirming all and singular the rights, the Net Pledged Revenues and other moneys and accounts hereby pledged or assigned, or intended so to be, or which the Enterprise or the City may hereafter become bound to pledge or to assign, or as may be reasonable and required to carry out the purposes of this Ordinance and to comply with any instrument of the Enterprise or the City amendatory thereof, or supplemental thereto. The Enterprise and the City, acting by and through its respective officers, or otherwise, shall at all times, to the extent permitted by law, defend, preserve and protect the pledge of the Net Pledged Revenues and other moneys and accounts pledged hereunder and all the rights of every Owner of any Bond hereunder against all claims and demands of all Persons whomsoever. Packet Pg. 75 -38- Section 905. Conditions Precedent. Upon the date of issuance of the Bonds, all conditions, acts and things required by the Federal or State Constitution, the Charter, the City Code, the Supplemental Act, this Ordinance, the Enterprise Ordinances, or any other applicable law to exist, to have happened and to have been performed precedent to or in the issuance of the Bonds shall exist, have happened, and have been performed; and the Bonds, together with all other obligations of the Enterprise or the City, shall not contravene any debt or other limitation prescribed by the State Constitution. Section 906. Efficient Operation and Maintenance. The City shall at all times operate the System properly and in a sound and economical manner; and the City shall maintain, preserve and keep the same properly or cause the same so to be maintained, preserved and kept, with the appurtenances and every part and parcel thereof in good repair, working order and condition, and shall from time to time make or cause to be made all necessary and proper repairs, replacements and renewals so that at all times the operation of the System may be properly and advantageously conducted. All salaries, fees, wages and other compensation paid by the City in connection with the maintenance, repair and operation of the System shall be fair and reasonable. Section 907. Rules, Regulations and Other Details. The City, acting by and through its officers, shall establish and enforce reasonable rules and regulations governing the operation, use and services of the System. The Enterprise or the City shall observe and perform all of the terms and conditions contained in this Ordinance, and shall comply with all valid acts, rules, regulations, orders and directions of any legislative, executive, administrative or judicial body applicable to the System, the Enterprise or the City, except for any period during which the same are being contested in good faith by proper legal proceedings. Section 908. Payment of Governmental Charges. The Enterprise or the City shall pay or cause to be paid all taxes and assessments or other governmental charges, if any, lawfully levied or assessed upon or in respect of the System, or upon any part thereof, or upon any portion of the Gross Pledged Revenues, when the same shall become due, and shall duly observe and comply with all valid requirements of any governmental authority relative to the System or any part thereof, except for any period during which the same are being contested in good faith by proper legal proceedings. Neither the Enterprise nor the City shall create or suffer to be created any lien upon the System, or any part thereof, or upon the Gross Pledged Revenues, except the pledge and lien created by this Ordinance for the payment of the Debt Service Requirements of the Bonds and except as herein otherwise permitted. The Enterprise or the City shall pay or cause to be discharged or shall make adequate provision to satisfy and to discharge, within 60 days after the same shall become payable, all lawful claims and demands for labor, materials, supplies or other objects which, if unpaid, might by law become a lien upon the System, or any part thereof, or the Gross Pledged Revenues; but nothing herein requires the Enterprise or the City to pay or cause to be discharged or to make provision for any such tax, assessment, lien or charge, so long as the validity thereof is contested in good faith and by appropriate legal proceedings. Section 909. Protection of Security. The Enterprise and the City and their officers, agents and employees shall not take any action in such manner or to such extent as might prejudice the security for the payment of the Debt Service Requirements of the Bonds, the Parity Bonds, and any other securities payable from the Net Pledged Revenues according to the Packet Pg. 76 -39- terms thereof. No contract shall be entered into nor any other action taken by which the rights of any Owner of any Bond or other security payable from Net Pledged Revenues might be prejudicially and materially impaired or diminished, provided that nothing herein shall prevent the City from granting any franchise or license to any provider of Telecommunication Facilities and Services. Section 910. Prompt Payment of Bonds. The Enterprise shall promptly pay the Debt Service Requirements of the Bonds at the places, on the dates and in the manner specified herein and in the Bonds according to the true intent and meaning hereof. Section 911. Use of Funds and Accounts. The funds and accounts described herein shall be used solely and only for the purposes described herein. Section 912. Other Liens. Other than as provided herein, there are no liens or encumbrances of any nature whatsoever on or against the System, or any part thereof, or on or against the Net Pledged Revenues on a parity with or superior to the lien thereon of the Bonds. The 2010B Bonds shall be defeased in whole and shall no longer be outstanding at the time the Bonds are issued. Section 913. Corporate Existence. The City shall maintain its corporate identity and existence so long as any of the Bonds remain Outstanding, unless another body corporate and politic by operation of law succeeds to the powers, privileges, rights, liabilities, disabilities, duties and immunities of the City and is obligated by law to operate and maintain the System and to fix and collect the Gross Pledged Revenues as herein provided without adversely and materially affecting at any time the privileges and rights of any Owner of any Outstanding Bond. Section 914. Disposal of System Prohibited. Except for the use of the System and services pertaining thereto in the normal course of business, or as provided in Section 915 hereof, neither all nor a substantial part of the System shall be sold, leased, mortgaged, pledged, encumbered, alienated or otherwise disposed of, until all the Bonds have been paid in full, as to all Debt Service Requirements, or unless provision has been made therefor, or until the Bonds have otherwise been redeemed, including, without limitation, the termination of the pledge as herein authorized; and the City shall not dispose of its title to the System or to any useful part thereof, including any property necessary to the operation and use of the System and the lands and interests in lands comprising the sites of the System. Section 915. Disposal or Leasing of Unnecessary Property. The City at any time and from time to time may sell, exchange, lease or otherwise dispose of any property constituting a part of the System that is (i) not useful in the construction, reconstruction or operation thereof, or (ii) which shall have ceased to be necessary for the efficient operation of the System, or (iii) which shall have been replaced by other property of at least equal value, or (iv) which is not currently being utilized by the City, including without limitation, the leasing of dark fibers of the System. Any proceeds of any such sale, exchange, lease or other disposition received that is not used to replace such property so sold, exchanged, leased or otherwise disposed of, shall be deposited by the City in the Light and Power Fund or into a special book account for the betterment, enlargement, extension, other improvement and equipment of the System, or any combination thereof, as the City may determine; provided that any proceeds of Packet Pg. 77 -40- any such lease of the System shall be deposited by the City as Gross Pledged Revenues in the Light and Power Fund. Section 916. Competing System. Nothing herein shall prevent the City from granting any franchise or license to any provider of Telecommunication Facilities and Services. Section 917. Loss From Condemnation. If any part of the System is taken by the exercise of the power of eminent domain, the amount of any award received by the City as a result of such taking shall be paid into the Light and Power Fund or into a capital improvement account pertaining to the System for the purposes thereof, or, applied to the redemption of the Outstanding Bonds and any Outstanding Parity Bonds relating thereto, all as the City may determine. Section 918. Employment of Managers and Engineers. If the Enterprise defaults in paying the Debt Service Requirements of the Bonds, the Parity Bonds, or any other securities payable from the Net Pledged Revenues promptly as the same become due, or an Event of Default has occurred and is continuing, or if the Net Pledged Revenues in any Fiscal Year fail to equal at least the amount of the Debt Service Requirements of the Outstanding Bonds, Parity Bonds, and any other securities (including all reserves therefor specified in the authorizing proceedings, including, without limitation, this Ordinance) payable from the Net Pledged Revenues in that Fiscal Year, the Enterprise or the City shall retain a firm of competent managers and engineers skilled in the operation of such facilities to assist the management of the System so long as such default continues or so long as the Net Pledged Revenues are less than the amount hereinabove designated in this Section. Section 919. Budgets. The Council and officials of the City shall biennially and at such other times as may be provided by law prepare and adopt a budget pertaining to the System. Section 920. Reasonable and Adequate Charges. While the Bonds remain Outstanding and unpaid, the fees, rates and other charges due to the City for the use of or otherwise pertaining to and services rendered by the System to the City, to its inhabitants and to all other users within and without the boundaries of the City shall be reasonable and just, taking into account and consideration public interests and needs, the cost and value of the System, the Operation and Maintenance Expenses thereof, and the amounts necessary to meet the Debt Service Requirements of all Bonds, the Parity Bonds, and any other securities payable from the Net Pledged Revenues, including, without limitation, reserves and any replacement accounts therefor. Section 921. Adequacy and Applicability of Charges. There shall be charged against users of service pertaining to and users of the System, except as provided by Section 922 hereof, such fees, rates and other charges so that the Gross Pledged Revenues shall be adequate to meet the requirements of this and the preceding Sections hereof. Such charges pertaining to the System shall be at least sufficient so that the Gross Pledged Revenues annually are sufficient to pay in each Fiscal Year: Packet Pg. 78 -41- A. Operation and Maintenance Expenses. An amount equal to the annual Operation and Maintenance Expenses for such Fiscal Year that are payable from the Gross Pledged Revenues, B. Principal and Interest. An amount equal to 125% of the Debt Service Requirements on the Bonds and any Parity Bonds then Outstanding payable from the Net Pledged Revenues in that Fiscal Year (excluding the reserves therefor), and C. Deficiencies. All sums, if any, due and owing to meet then existing deficiencies pertaining to any fund or account relating to the Gross Pledged Revenues or any securities payable therefrom. Section 922. Limitations Upon Free Service. No free service or facilities shall be furnished by the System, except that the City shall not be required to pay for any use by the City of any facilities of the System, including Telecommunication Facilities and Services, for municipal purposes. If the City chooses, in its sole discretion, to pay for its use of the System, all the income so derived from the City shall be deemed to be income derived from the operation of the System, to be used and to be accounted for in the same manner as any other income derived from the operation of the System. Section 923. Collection of Charges. The City shall cause all fees, rates and other charges pertaining to the System to be collected as soon as is reasonable, shall reasonably prescribe and enforce rules and regulations or impose contractual obligations for the payment of such charges, and for the use of the System, and shall provide methods of collection and penalties, to the end that the Gross Pledged Revenues shall be adequate to meet the requirements of this Ordinance and any other Ordinance supplemental thereto. Section 924. Procedure for Collecting Charges. All bills for services or facilities furnished or served by or through the System shall be rendered to customers on a regularly established basis. The fees, rates and other charges due shall be collected in a lawful manner, including, without limitation, discontinuance of service. Section 925. Maintenance of Records. So long as any of the Bonds and any Parity Bonds payable from the Gross Pledged Revenues remain Outstanding, proper books of record and account shall be kept by the City and the Enterprise, separate and apart from all other records and accounts. Section 926. Audits Required. The City, annually following the close of each Fiscal Year, shall order an audit for the Fiscal Year of the books and accounts pertaining to the System to be made forthwith by an Independent Accountant and order an audit report showing the receipts and disbursements for each fund or account pertaining to the System and the Gross Pledged Revenues. All expenses incurred in the making of the audits and reports required by this subsection may be regarded and paid as Operating Expense. Section 927. Accounting Principles. System records and accounts, and audits thereof, shall be currently kept and made, as nearly as practicable, in accordance with the then generally accepted accounting principles, methods and terminology followed and construed for utility operations comparable to the System, except as may be otherwise provided herein or Packet Pg. 79 -42- required by applicable law or regulation or by contractual obligation existing on the effective date of this Ordinance. Section 928. Insurance and Reconstruction. Except to the extent of any self- insurance, the City shall at all times maintain with responsible insurers fire and extended coverage insurance, worker’s compensation insurance, public liability insurance and all such other insurance as is customarily maintained with respect to utilities of like character against loss of or damage to the System and against loss of revenues and against public and other liability to the extent reasonably necessary to protect the interests of the City, the Enterprise and of each Owner of a Bond. If any useful part of the System shall be damaged or destroyed, the City shall, as expeditiously as may be possible, commence and diligently proceed with the repair or replacement of the damaged property so as to restore the same to use. The proceeds of any such insurance shall be payable to the City and (except for proceeds of any use and occupancy insurance) shall be applied to the necessary costs involved in such repair and replacement and to the extent not so applied shall (together with the proceeds of any such use and occupancy insurance) be deposited in the Light and Power Fund by the City as revenues derived from the operation of the System. If the costs of such repair and replacement of the damaged property exceed the proceeds of such insurance available for the payment of the same, moneys in the Light and Power Fund shall be used to the extent necessary for such purposes, as permitted by Section 610 hereof. Section 929. Tax Covenant. The City and the Enterprise covenant for the benefit of the Owners of the 2018A Bonds that it will not take any action or omit to take any action with respect to the 2018A Bonds, the proceeds thereof, any other funds of the City or the Enterprise or any facilities financed with the proceeds of the 2018A Bonds if such action or omission (i) would cause the interest on the 2018A Bonds to lose its exclusion from gross income for federal income tax purposes under Section 103 of the Tax Code, (ii) would cause interest on the 2018A Bonds to lose its exclusion from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code, or (iii) would cause interest on the 2018A Bonds to lose its exclusion from Colorado taxable income or Colorado alternative minimum taxable income under present State law. In furtherance of this covenant, the City and the Enterprise agree to comply with the procedures set forth in the Tax Compliance Certificate with respect to the 2018A Bonds. The foregoing covenant shall remain in full force and effect notwithstanding the payment in full or defeasance of the 2018A Bonds until the date on which all obligations of the City and the Enterprise in fulfilling the above covenant under the Tax Code and Colorado law have been met. Notwithstanding any provision of this Section, if the City or the Enterprise shall obtain an opinion of nationally recognized bond counsel that any specified action required under this Section is no longer required or that some further or different action is required to maintain the tax-exempt status of interest on the 2018A Bonds, the City or the Enterprise, as the case may be, may conclusively rely on such opinion in complying with the requirements of this Section, and the covenants hereunder shall be deemed to be modified to that extent. Section 930. Continuing Disclosure. The Enterprise shall comply with the provisions of the Continuing Disclosure Certificate. Any failure by the Enterprise to perform in Packet Pg. 80 -43- accordance with this Section shall not constitute an Event of Default under this Ordinance, and the rights and remedies provided by this Ordinance upon the occurrence of an Event of Default shall not apply to any such failure. The Paying Agent shall not have any power or duty to enforce this Section. No Owner of a Bond shall be entitled to damages for the Enterprise’s non- compliance with its obligations under this Section. ARTICLE X PRIVILEGES, RIGHTS AND REMEDIES Section 1001. Owners’ Remedies. Each Owner of any Bond shall be entitled to all of the privileges, rights and remedies provided or permitted in this Ordinance, and as otherwise provided or permitted by law or in equity or by any statutes, except as provided in Sections 202 through 206 hereof, but subject to the provisions herein concerning the pledge of and the covenants and the other contractual provisions concerning the Gross Pledged Revenues and the proceeds of the Bonds. Section 1002. Right to Enforce Payment. Nothing in this Article affects or impairs the right of any Owner of any Bond to enforce the payment of the Debt Service Requirements due in connection with his or her Bond or the obligation of the Enterprise to pay the Debt Service Requirements of each Bond to the Owner thereof at the time and the place expressed in the Bond. Section 1003. Events of Default. Each of the following events is hereby declared an “Event of Default:” A. Nonpayment of Principal. Payment of the principal of any of the Bonds is not made when the same becomes due and payable, either at maturity or by proceedings for prior redemption, or otherwise; B. Nonpayment of Interest. Payment of any installment of interest on any of the Bonds is not made when the same becomes due and payable; C. Cross Defaults. The occurrence and continuance of an “event of default,” as defined in any Parity Bond Ordinance; D. Failure to Reconstruct. The Enterprise unreasonably delays or fails to carry out with reasonable dispatch the reconstruction of any part of the System which is destroyed or damaged and is not promptly repaired or replaced (whether such failure promptly to repair the same is due to impracticability of such repair or replacement or is due to a lack of moneys therefor or for any other reason), but it shall not be an Event of Default if such reconstruction is not essential to the efficient operation of the System; E. Appointment of Receiver. An order or decree is entered by a court of competent jurisdiction with the consent or acquiescence of the City appointing a receiver or receivers for the System or for the Gross Pledged Revenues and any other moneys subject to the lien to secure the payment of the Bonds, or if an order or decree having been entered without the Packet Pg. 81 -44- consent or acquiescence of the City is not vacated or discharged or stayed on appeal within 60 days after entry; and F. Default of Any Other Provision. The City or the Enterprise defaults in the due and punctual performance of any other of the representations, covenants, conditions, agreements and other provisions contained in the Bonds or in this Ordinance on its part to be performed (other than Section 930 hereof), and such default continues for 60 days after written notice specifying such default and requiring the same to be remedied is given to the City and Enterprise specifying the failure and requiring that it be remedied, which notice may be given by the Paying Agent in its reasonable discretion and shall be given by the Paying Agent at the written request of the Owners of not less than 25 percent in aggregate principal amount of Bonds then Outstanding. The Paying Agent shall not be required to take notice or be deemed to have notice of any such defaults under the Bonds or this Ordinance, except for defaults arising from failure to make any required payments to the Paying Agent or defaults of which the Paying Agent has actual knowledge, unless the Paying Agent is specifically notified in writing of such default by the City, Enterprise, or the Owners of twenty-five percent (25%) in aggregate principal amount of the Bonds then Outstanding. Except as otherwise expressly provided herein, the Paying Agent shall not be bound to ascertain or inquire as to the performance or observance of any of the terms, conditions, covenants or agreements herein or of any of the documents executed in connection with the Bonds, or as to the existence of a default thereunder. Section 1004. Remedies for Defaults. Upon the happening and continuance of any Event of Default, the Owner or Owners of not less than 25% in aggregate principal amount of the Bonds then Outstanding, including, without limitation, a trustee or trustees therefor, may proceed against the City and the Enterprise and its agents, officers and employees to protect and to enforce the rights of any Owner of Bonds under this Ordinance by mandamus or by other suit, action or special proceedings in equity or at law, in any court of competent jurisdiction, either for the appointment of a receiver or for the specific performance of any covenant or agreement contained herein or in an award of execution of any power herein granted for the enforcement of any proper legal or equitable remedy as such Owner or Owners may deem most effectual to protect and to enforce the rights aforesaid, or thereby to enjoin any act or thing which may be unlawful or in violation of any right of any Owner of any Bond, or to require the City or the Enterprise to act as if it were the trustee of an expressed trust, or any combination of such remedies. All such proceedings at law or in equity shall be instituted, had and maintained for the equal benefit of all Owners of the Bonds. Section 1005. Receiver’s Rights and Privileges. Any receiver appointed in any proceedings to protect the rights of such Owners hereunder, the consent to any such appointment being hereby expressly granted by the City and the Enterprise, may enter and may take possession of the System, may operate and maintain the same, may prescribe fees, rates and other charges, and may collect, receive and apply all Gross Pledged Revenues arising after the appointment of such receiver in the same manner as the City itself might do. Section 1006. Rights and Privileges Cumulative. The failure of any Owner of any Outstanding Bond to proceed in any manner herein provided shall not relieve the Enterprise, or any of its officers, agents or employees of any liability for failure to perform or carry out any duty, obligation or other commitment. Each right or privilege of any such Owner (or trustee Packet Pg. 82 -45- thereof) is in addition and is cumulative to any other right or privilege, and the exercise of any right or privilege by or on behalf of any Owner shall not be deemed a waiver of any other right or privilege thereof. Section 1007. Duties upon Defaults. Upon the happening of any Event of Default, the Enterprise and the City shall do and perform all proper acts on behalf of and for the Owners of Bonds to protect and to preserve the security created for the payment of the Bonds and to insure the payment of the Debt Service Requirements promptly as the same become due. While any Event of Default exists, except to the extent it may be unlawful to do so, all Gross Pledged Revenues shall be paid into the Bond Fund and into bond or similar funds established for any Parity Bonds then Outstanding, pro rata based upon the aggregate principal amount of the Bonds and Parity Bonds then Outstanding. If the Enterprise or the City fails or refuses to proceed as in this Section provided, the Owner or Owners of not less than 25% in aggregate principal amount of the Bonds then Outstanding, after demand in writing, may proceed to protect and to enforce the rights of the Owners of the Bonds as hereinabove provided, and to that end any such Owners of the Outstanding Bonds shall be subrogated to all rights of the Enterprise and the City under any agreement, lease or other contract involving the System or the Gross Pledged Revenues entered into prior to the effective date of this Ordinance or thereafter while any of the Bonds are Outstanding. ARTICLE XI AMENDMENT OF ORDINANCE Section 1101. Amendment of Ordinance Not Requiring Consent of Bond Owners. The Enterprise may, without the consent of or notice to the Owners of the Bonds, adopt such ordinances supplemental hereto (which amendments shall thereafter form a part hereof) for any one or more or all of the following purposes: A. to add to the covenants and agreements of the Enterprise or the City in this Ordinance contained other covenants and agreements thereafter to be observed; B. to subject to the covenants and agreements of the Enterprise and the City in this Ordinance additional System revenues, to be defined and treated as Gross Pledged Revenues, for the purpose of providing additional security for the Bonds and any Parity Bonds; C. in connection with the provision of a Reserve Fund Insurance Policy subsequent to the issuance of the Bonds; D. to provide for the appointment of a new Paying Agent; E. to make such provisions for the purpose of curing any ambiguity or of curing or correcting any formal defect or omission in this Ordinance, or in regard to questions arising under this Ordinance, as the Enterprise may deem necessary or desirable, and which shall not materially adversely affect the interests of the Owners of the Bonds; Packet Pg. 83 -46- F. in order to preserve or protect the excludability from gross income for federal income tax purposes of the interest allocable to the 2018A Bonds; G. To designate a trustee for the owners of the Bonds, to transfer custody and control of the Gross Pledged Revenues to such trustee, and to provide for the rights and obligations of such trustee; H. To cause this ordinance to comply with the Trust Indenture Act of 1939, as amended from time to time; or I. To effect any such other changes hereto which do not materially adversely affect the interests of the Owners of the Bonds. Section 1102. Amendment of Ordinance Requiring Consent of Bond Owners. Exclusive of the amendatory ordinances covered by Section 1101 hereof, this Ordinance may be amended or modified by ordinances or other instruments duly adopted by the Enterprise, without receipt by it or any additional consideration, but with the written consent of the Owners of a majority in aggregate principal amount of the Bonds then Outstanding at the time of the adoption of such amendatory ordinance, provided that no such amendatory resolution shall permit: A. Changing Payment. A change in the maturity or in the terms of redemption of the principal of any Outstanding Bond or any interest thereon without the consent of the Owner of each Bond adversely affected thereby; or B. Reducing Return. A reduction in the principal amount of any Bond or the rate of interest thereon without the consent of the Owner of each Bond adversely affected thereby; or C. Prior Lien. The creation of a lien upon or a pledge of revenues ranking prior to the lien or to the pledge created by this Ordinance, except as otherwise permitted by this Ordinance, without the consent of the Owners of all Bonds Outstanding; or D. Modifying Amendment Terms. A reduction of the principal amount or percentages of Bonds, or any modification otherwise affecting the description of Bonds, otherwise changing the consent of the Owners of Bonds, which may be required herein for any amendment hereto, without the consent of the Owners of all Bonds Outstanding; or E. Priorities Among Bonds or Parity Lien Bonds. The establishment of priorities as among Bonds issued and Outstanding under the provisions of this Ordinance or as among the Bonds and other Parity Lien Bonds, without the consent of the Owners of all Bonds Outstanding; or F. Partial Modification. Any modifications otherwise materially and prejudicially affecting the rights or privileges of the Owners of less than all of the Bonds then Outstanding, without the consent of the Owners of all Bonds Outstanding. Packet Pg. 84 -47- Whenever the Board proposes to amend or modify this Ordinance under the provisions of this Section 1102, it shall cause notice of the proposed amendment to be mailed to the Owners of all Outstanding Bonds at their addresses as the same last appear on the registration records maintained by the Paying Agent. Such notice shall briefly set forth the nature of the proposed amendment and shall state that a copy of the proposed amendatory Ordinance is on file with the Secretary for public inspection. Section 1103. Time for and Consent to Amendment. Whenever at any time within one (1) year from the date of the completion of the notice required to be given by Section 1102 hereof there shall be filed in the office of the Secretary an instrument or instruments executed by the Owners of at least a majority in aggregate principal amount of the Bonds then Outstanding, which instrument or instruments shall refer to the proposed amendatory ordinance or other instrument described in such notice and shall specifically consent to and approve the adoption of such ordinance or other instrument, thereupon, but not otherwise, the Board may adopt such amendatory ordinance or instrument and such ordinance or instrument shall become effective. If the Owners of at least a majority in aggregate principal amount of the Bonds then Outstanding, at the time of the adoption of such amendatory ordinance or instrument, or the predecessors in title of such Owners, shall have consented to and approved the adoption thereof as herein provided, no Owner of any Bond whether or not such Owner shall have consented to or shall have revoked any consent as herein provided shall have any right or interest to object to the adoption of such amendatory ordinance or other instrument or to object to any of the terms or provisions therein contained or to the operation thereof or to enjoin or restrain the City from taking any action pursuant to the provisions thereof. Any consent given by the Owner of a Bond pursuant to the provisions thereof shall be irrevocable for a period of six (6) months from the date of the completion of the notice above provided for and shall be conclusive and binding upon all future Owners of the same Bond during such period. Such consent may be revoked at any time after six (6) months from the completion of such notice, by the Owner who gave such consent or by a successor in title, by filing notice of such revocation with the Secretary, but such revocation shall not be effective if the Owners of a majority in aggregate principal amount of the Bonds Outstanding as herein provided, prior to the attempted revocation, shall have consented to and approved the amendatory instrument referred to in such revocation. Section 1104. Unanimous Consent. Notwithstanding anything in the foregoing provisions contained, the terms and the provisions of this Ordinance, or of any ordinance or instrument amendatory thereof, and the rights and the obligations of the City, the Enterprise and the Owners of the Bonds may be modified or amended in any respect upon the adoption by the Council and upon the filing with the Secretary of an instrument to that effect and with the consent of the Owners of all the then Outstanding Bonds, such consent to be given in the manner provided herein Section 1103 hereof; and no notice to Owners of Bonds shall be required as provided in Section 1102 hereof, nor shall the time of consent be limited except as may be provided in such consent. Section 1105. Exclusion of Bonds. At the time of any consent or of other action taken hereunder the Enterprise shall furnish to the Secretary a certificate, upon which the Secretary may rely, describing all Bonds to be excluded for the purpose of consent or of other action or any calculation of Outstanding Bonds provided for hereunder, and, with respect to such Packet Pg. 85 -48- excluded Bonds, the Enterprise shall not be entitled or required with respect to such Bonds to give or obtain any consent or to take any other action provided for hereunder. Section 1106. Notation on Bonds. Any of the Bonds delivered after the effective date of any action taken as provided in Section 1102, or Bonds Outstanding at the effective date of such action, may bear a notation thereon by endorsement or otherwise in form approved by the Board as to such action; and if any such Bonds so executed and delivered after such date does not bear such notation, then upon demand of the Owner of any Bond Outstanding at such effective date and upon presentation of his Bond for such purpose at the principal office of the City, suitable notation shall be made on such Bond by the Secretary as to any such action. If the Board so determines, new Bonds so modified as in the opinion of the Board to conform to such action shall be prepared, executed and delivered; and upon demand of the Owner of any Bond then Outstanding, shall be exchanged without cost to such Owner for Bonds then Outstanding upon surrender of such Outstanding Bonds. Section 1107. Proof of Instruments and Bonds. The fact and date of execution of any instrument under the provisions of this Article, the amount and number of the Bonds held by any Person executing such instrument, and the date of his or her holding the same may be proved as provided by Section 1301 hereof. Section 1108. Copies of Supplemental Ordinances to Rating Agencies. Copies of any supplemental or amendatory ordinance shall be sent by the Enterprise to the Rating Agencies then maintaining a rating on the Bonds on or prior to the effective date thereof. ARTICLE XII DEFEASANCE Section 1201. Defeasance. When all Debt Service Requirements of the Bonds have been duly paid, the pledge and lien and all obligations hereunder shall thereby be discharged and the Bonds shall no longer be deemed to be Outstanding within the meaning of this Ordinance. There shall be deemed to be such due payment when the Enterprise or the City has placed in escrow or in trust with a Trust Bank, located within or without the State, moneys or Federal Securities, or both, in an amount sufficient (including the known minimum yield available for such purpose from Federal Securities in which such amount wholly or in part may be initially invested) to pay all Debt Service Requirements of the Bonds as the same become due. The Federal Securities shall become due prior to the respective times at which the proceeds thereof shall be needed, in accordance with a schedule established and agreed upon between the Enterprise or the City and such bank at the time of the creation of the escrow or trust, or the Federal Securities shall be subject to redemption at the option of the Owner thereof to assure such availability as so needed to meet such schedule. Nothing herein shall be construed to prohibit a partial defeasance of the Outstanding Bonds in accordance with the provisions of this Section 1201. In the case of the 2018B Bonds, the Enterprise is obligated to contribute additional securities or monies to the escrow or trust if necessary to provide sufficient amounts to satisfy the payment obligations on the 2018B Bonds. Packet Pg. 86 -49- The release of the obligations of the Enterprise under this Section shall be without prejudice to the right of the Paying Agent to be paid reasonable compensation for all services rendered by it hereunder and all its reasonable expenses, charges and other disbursements incurred on or about the administration of and performance of its powers and duties hereunder. Upon compliance with the foregoing provisions of this Section with respect to all Bonds then Outstanding, this Ordinance may be discharged in accordance with the provisions of this Section but the liability of the Enterprise in respect of the Bonds shall continue; provided that the Owners thereof shall thereafter be entitled to payment only out of the moneys or Federal Securities deposited with the Trust Bank as provided in this Section. ARTICLE XIII MISCELLANEOUS Section 1301. Provisions Relating to Bond Insurance. If the Sale Certificate provides that the Bonds will be insured by a Bond Insurance Policy, the following provisions shall apply notwithstanding anything to the contrary in this Ordinance: A. Except as provided in Section 1102, the Bond Insurer is hereby deemed to be the sole holder of the Bonds insured by it for the purpose of exercising any voting right or privilege or giving any consent or direction or taking any other action that the holders of the Bonds insured by it are entitled to take pertaining to defaults and remedies. B. Upon a payment default with respect to the Bonds, the Bond Insurer shall be entitled to appoint a receiver for the Net Pledged Revenues. C. The Bond Insurer is hereby deemed to be a third party beneficiary to this Ordinance. D. The rights of the Bond Insurer to direct or consent to Enterprise or bondholder actions under this Ordinance shall be suspended during any period in which the Bond Insurer is in default in its payment obligations under the Bond Insurance Policy (except to the extent of amounts previously paid by the Bond Insurer and due and owing to the Bond Insurer) and shall be of no force or effect in the event the Bond Insurance Policy is no longer in effect or the Bond Insurer asserts that the Bond Insurance Policy is not in effect or the Bond Insurer shall have provided written notice that it waives such rights. E. Amounts paid by the Bond Insurer under the Bond Insurance Policy shall not be deemed paid for purposes of this Ordinance and shall remain Outstanding and continue to be due and owing until paid by the Enterprise in accordance with this Ordinance. This Ordinance shall not be discharged unless all amounts due or to become due to the Bond Insurer have been paid in full or duly provided for. F. The Bond Insurer shall, to the extent it makes any payment of principal of or interest on the Bonds, become subrogated to the rights of the recipients of such payments in accordance with the terms of the Bond Insurance Policy. Packet Pg. 87 -50- Section 1302. Evidence of Bond Owners. Evidence of any request, consent or other instrument which this Ordinance may require or may permit to be signed and to be executed by the Owners of any Bonds may be in one or more instruments of similar tenor and shall be signed or shall be executed by each such Owner in person or by his or her attorney appointed in writing. Proof of the execution of any such instrument or of an instrument appointing any such attorney, or the holding by any Person of the Bonds shall be sufficient for any purpose of this Ordinance (except as otherwise herein expressly provided) if made in the following manner: A. Proof of Execution. The fact and the date of the execution by any Owner of any Bonds or his or her attorney of such instrument may be established by a certificate, which need not be acknowledged or verified, of an officer of a bank or trust company satisfactory to the President or Treasurer of any notary public or other officer authorized to take acknowledgments of deeds to be recorded in the state in which he or she purports to act, that the individual signing such request or other instrument acknowledged to him or her the execution thereof, or by an affidavit of a witness of such execution, duly sworn to before such notary public or other officer; the authority of the individual or individuals executing any such instrument on behalf of a corporate Owner of any securities may be established without further proof if such instrument is signed by an individual purporting to be the president or vice president of such corporation with a corporate seal affixed and attested by an individual purporting to be its secretary or an assistant secretary; and the authority of any Person or Persons executing any such instrument in any fiduciary or representative capacity may be established without further proof if such instrument is signed by a Person or Persons purporting to act in such fiduciary or representative capacity; and B. Proof of Holdings. The amount of Bonds held by any Person and the numbers, date and other identification thereof, together with the date of his or her holding the Bonds, shall be proved by the registration records maintained by the Paying Agent. Section 1303. Business Days. If the date for making any payment or the last date for performance of any act or the exercising of any rights, as provided in this Ordinance, shall not be a Business Day, such payment may be made or act performed or right exercised on the next succeeding Business Day, with the same force and effect as if done on the nominal date provided in this Ordinance, and no interest shall accrue for the period after such nominal date. Section 1304. Parties Interested Herein. Nothing herein expressed or implied confers any right, remedy or claim upon any Person, other than the Enterprise, the Board, the City, the Council, the Paying Agent, the Owners of the Bonds and the Owners of any Parity Bonds or other securities payable from the Net Pledged Revenues when reference is expressly made thereto. All the covenants, stipulations, promises and agreements herein contained by and on behalf of the Enterprise and the City shall be for the sole and exclusive benefit of the Enterprise, the Board, the City, the Council, the Paying Agent, the Owners of the Bonds and the Owners of any such other securities in the event of such a reference. Section 1305. Repealer. All ordinances, resolutions, bylaws, orders, and other instruments, or parts thereof, inconsistent herewith are hereby repealed to the extent only of such Packet Pg. 88 -51- inconsistency. This repealer shall not be construed to revive any ordinance, resolution, bylaw, order, or other instrument, or part thereof, heretofore repealed. Section 1306. Severability. If any section, subsection, paragraph, clause or other provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability thereof shall not affect any of the remaining sections, subsections, paragraphs, clauses or provisions of this Ordinance. Section 1307. Ordinance Irrepealable. This Ordinance is, and shall constitute, a legislative measure of the Enterprise and after any of the Bonds are issued, this Ordinance shall constitute an irrevocable contract between the Enterprise and the Owner or Owners of the Bonds and this Ordinance shall be and shall remain irrepealable until the Bonds, as to all Debt Service Requirements, shall be fully paid, canceled, and discharged, except as herein otherwise provided. Section 1308. Limitation of Actions. Pursuant to Section 11-57-212 of the Supplemental Act, no legal or equitable action brought with respect to any legislative acts or proceedings of the Enterprise in connection with the authorization or issuance of the Bonds, including but not limited to the adoption of this Ordinance, shall be commenced more than thirty days after the authorization of the Bonds. Section 1309. Governing Law. This Ordinance shall be governed by and construed in accordance with the laws of the State of Colorado. Introduced, considered favorably on first reading and ordered published this 20th day of March, 2018, and to be presented for final passage on April 3, 2018. CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE By:________________________________ Vice President (ENTERPRISE) ( SEAL ) ATTEST: ______________________________ Secretary Packet Pg. 89 -52- Passed and adopted on final reading this 3rd day of April, 2018. CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE By: ________________________________ President (ENTERPRISE) ( SEAL ) ATTEST: ____________________________________ Secretary Packet Pg. 90 A-1 EXHIBIT A (FORM OF 2018A Bond) Unless this Bond is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Enterprise or its agent for registration of transfer, exchange, or payment, and any Bond issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. UNITED STATES OF AMERICA STATE OF COLORADO COUNTY OF LARIMER CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE TAX-EXEMPT REVENUE BOND SERIES 2018A No. RA- $___________ INTEREST RATE MATURITY DATE DATED AS OF CUSIP ______% December 1, 20__ [Date of Delivery] _________ REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: ______________________________________________ DOLLARS The City of Fort Collins, Colorado, Electric Utility Enterprise (the “Enterprise”), in the County of Larimer and State of Colorado (the “State”), for value received, hereby promises to pay to the registered owner specified above, or registered assigns, upon the presentation and surrender of this bond, solely from the special funds provided therefor, as hereinafter set forth, the principal amount set forth above on the maturity date specified above (unless this bond shall have been called for prior redemption, in which case on the Redemption Date) and to pay solely from such special funds interest hereon at the interest rate per annum specified above, payable semiannually on June 1 and December 1 in each year, beginning on _____ 1, 2018, until the principal amount is paid or payment has been provided for. If upon presentation at maturity or prior redemption payment of the principal sum is not made as provided herein, interest continues at the interest rate until the principal sum is paid in full. 1 Packet Pg. 91 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) A-2 This Bond is one of an authorized series of bonds designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A (the “2018A Bonds”) in the aggregate principal amount of $____________ issued under an ordinance adopted on second reading by the Board of Directors of the Enterprise on _______ __, 2018 (the “Ordinance”). The 2018A Bonds are also issued pursuant to the provisions of a Sale Certificate executed in connection therewith (the “Sale Certificate”). The 2018A Bonds are all issued under and equally and ratably secured by and entitled to the security of the Ordinance. To the extent not defined herein, terms used in this Bond shall have the same meanings as set forth in the Ordinance. This Bond bears interest, matures, is payable, is subject to redemption and is transferable as provided in the Ordinance and the Sale Certificate. It is hereby certified, recited, and warranted that the 2018A Bonds are issued under the authority of and in full conformity with the Constitution of the State of Colorado, the home rule charter (the “Charter”) of the City of Fort Collins, Colorado (the “City”), the ordinances of the City establishing the Enterprise and authorizing it to have and exercise certain powers in furtherance of its purposes, Part 2 of Article 57 of Title 11, Colorado Revised Statutes (the “Supplemental Act”), and all other laws of the State of Colorado thereunto enabling and pursuant to the Ordinance duly adopted prior to the issuance of this Bond. Pursuant to the Supplemental Act, the foregoing recital that the 2018A Bonds are issued pursuant to the Supplemental Act shall be conclusive evidence of the validity and regularity of the issuance of the 2018A Bonds after their delivery for value. Concurrently with the issuance of the 2018A Bonds, the Enterprise is issuing its “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B” in the aggregate principal amount of $__________ (the “2018B Bonds” and together with the 2018A Bonds, the “Bonds”). The Bonds have been duly authorized for the purpose of providing moneys to defray a portion of the cost of extending, bettering or otherwise improving and equipping the System of the City.. Payment of the principal of and interest of the 2018A Bonds shall be made solely from and as security for such payment there are irrevocably (but not exclusively) pledged, pursuant to the Ordinance, revenues derived from the operation and use of and otherwise pertaining to the System after provision is made only for the payment of all necessary and reasonable expenses of the operation and maintenance of the System (such remaining revenues the “Net Pledged Revenues”), sums sufficient to pay when due the principal of and interest of the Bonds and any other Parity Bonds hereafter issued or entered into. Reference is made to the Ordinance and to the Sale Certificate and to all ordinances supplemental thereto, with respect to the nature and extent of the security for the Bonds, the accounts, funds or revenues pledged to the payment of the Bonds, the rights, duties and obligations of the Enterprise, the City and the Paying Agent, the rights of the Owners of the Bonds, the events of defaults and remedies, the circumstances under which any Bond is no longer Outstanding, the 1 Packet Pg. 92 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) A-3 issuance of additional bonds and the terms on which such additional bonds may be issued under and secured by the Ordinance, the ability to amend the Ordinance, and to all the provisions of which the Owner hereof by the acceptance of this Bond assents. The 2018A Bonds are issued pursuant to and in full compliance with the Constitution and laws of the State of Colorado, and pursuant to the Ordinance. The 2018A Bonds are special, limited obligations of the Enterprise, secured by the Net Pledged Revenues and certain funds and accounts created under the Ordinance. The 2018A Bonds do not constitute a general obligation debt of the Enterprise, the City, the State or any political subdivision thereof, and neither the Enterprise, the City, the State nor any of the political subdivisions thereof is liable therefor. Neither the members of the Board of Directors of the Enterprise nor any persons executing this Bond shall be personally liable for this Bond. It is certified, recited and warranted that all the requirements of law have been fully complied with by the proper officers of the Enterprise in the issuance of this Bond; that it is issued pursuant to and in strict conformity with the Constitution and laws of the State, and with the Ordinance and any ordinances supplemental thereto; and that this Bond does not contravene any Constitutional, home rule charter or statutory limitation. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Ordinance until the certificate of authentication hereon shall have been duly executed by the Paying Agent. IN WITNESS WHEREOF, the Enterprise has caused this Bond to be signed and executed in its name and upon its behalf with the facsimile signature of its President, has caused the facsimile of the seal of the Enterprise to be affixed hereon and has caused this Bond to be signed, executed and attested with the facsimile signature of its Secretary, all as of the date specified above. CITY OF FORT COLLINS, COLORADO ELECTRIC UTILITY ENTERPRISE By: (Facsimile or Manual Signature)_______ President of the Enterprise (FACSIMILE SEAL) Attest: (Facsimile or Manual Signature) Secretary of the Enterprise 1 Packet Pg. 93 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) A-4 CERTIFICATE OF AUTHENTICATION This Bond is issued pursuant to the Ordinance herein described, and this Bond has been duly registered on the registration books kept by the undersigned as registrar for such Bonds. U.S. BANK NATIONAL ASSOCIATION, as paying agent and registrar (Manual Signature) Authorized Signatory Date of Authentication and Registration: __________________ (END OF FORM OF CERTIFICATE OF AUTHENTICATION) 1 Packet Pg. 94 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) A-5 (FORM OF ASSIGNMENT) FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto ___________________________ the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints ___________________________ to transfer the within Bond on the records kept for the registration thereof with full power of substitution in the premises. Dated: _________________________ NOTICE: The signature to this assignment must correspond with the name as it appears on the face of the within Bond in every particular, without alteration or enlargement or any change whatever. The signature must be guaranteed by an eligible guarantor institution as defined in 17 CFR § 240.17 Ad-15(a)(2). Signature Guaranteed: Signature must be guaranteed by a member of a Medallion Signature Program. Address of Transferee: Social Security or other tax identification number of transferee: (END OF FORM OF ASSIGNMENT) 1 Packet Pg. 95 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) A-6 (FORM OF PREPAYMENT PANEL) PREPAYMENT PANEL The following installments of principal (or portions thereof) of this Bond have been prepaid in accordance with the terms of the Ordinance. Signature of Authorized Date of Principal Representative Prepayment Prepaid of DTC (END OF FORM OF PREPAYMENT PANEL) (END OF FORM OF 2018A Bond) 1 Packet Pg. 96 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) A-7 1 Packet Pg. 97 Attachment: Exhibit A (6595 : EE-2018 Light & Power Revenue Bonds ORD) 1 40060381.v4 EXHIBIT B (FORM OF 2018B Bond) Unless this Bond is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Enterprise or its agent for registration of transfer, exchange, or payment, and any Bond issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. UNITED STATES OF AMERICA STATE OF COLORADO COUNTY OF LARIMER CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE TAXABLE REVENUE BOND SERIES 2018B No. RB- $___________ INTEREST RATE MATURITY DATE DATED AS OF CUSIP ______% December 1, 20__ [Date of Delivery] _________ REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: ______________________________________________ DOLLARS The City of Fort Collins, Colorado, Electric Utility Enterprise (the “Enterprise”), in the County of Larimer and State of Colorado (the “State”), for value received, hereby promises to pay to the registered owner specified above, or registered assigns, upon the presentation and surrender of this bond, solely from the special funds provided therefor, as hereinafter set forth, the principal amount set forth above on the maturity date specified above (unless this bond shall have been called for prior redemption, in which case on the Redemption Date) and to pay solely from such special funds interest hereon at the interest rate per annum specified above, payable semiannually on June 1 and December 1 in each year, beginning on _____ 1, 2018, until the principal amount is paid or payment has been provided for. If upon presentation at maturity or prior redemption payment of the principal sum is not made as provided herein, interest continues at the interest rate until the principal sum is paid in full. This Bond is one of an authorized series of bonds designated as the “City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B (the “2018B Bonds”) in the aggregate principal amount of $____________ issued under an ordinance adopted on second reading by the Board of Directors of the Enterprise on _______ __, 2018 (the 2 Packet Pg. 98 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) 2 40060381.v4 “Ordinance”). The 2018B Bonds are also issued pursuant to the provisions of a Sale Certificate executed in connection therewith (the “Sale Certificate”). The 2018B Bonds are all issued under and equally and ratably secured by and entitled to the security of the Ordinance. To the extent not defined herein, terms used in this Bond shall have the same meanings as set forth in the Ordinance. This Bond bears interest, matures, is payable, is subject to redemption and is transferable as provided in the Ordinance and the Sale Certificate. Interest on this Bond is includable in gross income for federal and Colorado income tax purposes. It is hereby certified, recited, and warranted that the 2018B Bonds are issued under the authority of and in full conformity with the Constitution of the State of Colorado, the home rule charter (the “Charter”) of the City of Fort Collins, Colorado (the “City”), the ordinances of the City establishing the Enterprise and authorizing it to have and exercise certain powers in furtherance of its purposes, Part 2 of Article 57 of Title 11, Colorado Revised Statutes (the “Supplemental Act”), and all other laws of the State of Colorado thereunto enabling and pursuant to the Ordinance duly adopted prior to the issuance of this Bond. Pursuant to the Supplemental Act, the foregoing recital that the 2018B Bonds are issued pursuant to the Supplemental Act shall be conclusive evidence of the validity and regularity of the issuance of the 2018B Bonds after their delivery for value. Concurrently with the issuance of the 2018B Bonds, the Enterprise is issuing its “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A” in the aggregate principal amount of $__________ (the “2018A Bonds” and together with the 2018B Bonds, the “Bonds”). The Bonds have been duly authorized for the purpose of providing moneys to defray a portion of the cost of extending, bettering or otherwise improving and equipping the System of the City. Payment of the principal of and interest of the 2018B Bonds shall be made solely from and as security for such payment there are irrevocably (but not exclusively) pledged, pursuant to the Ordinance, revenues derived from the operation and use of and otherwise pertaining to the System, after provision is made only for the payment of all necessary and reasonable expenses of the operation and maintenance of the System (such remaining revenues the “Net Pledged Revenues”), sums sufficient to pay when due the principal of and interest of the Bonds and any other Parity Bonds, heretofore or hereafter issued or entered into. Reference is made to the Ordinance and to the Sale Certificate and to all ordinances supplemental thereto, with respect to the nature and extent of the security for the Bonds, the accounts, funds or revenues pledged to the payment of the Bonds, the rights, duties and obligations of the Enterprise, the City and the Paying Agent, the rights of the Owners of the Bonds, the events of defaults and remedies, the circumstances under which any Bond is no longer Outstanding, the issuance of additional bonds and the terms on which such additional bonds may be issued under and secured by the Ordinance, the ability to amend the Ordinance, and to all the provisions of which the Owner hereof by the acceptance of this Bond assents. 2 Packet Pg. 99 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) 3 40060381.v4 The 2018B Bonds are issued pursuant to and in full compliance with the Constitution and laws of the State of Colorado, and pursuant to the Ordinance. The 2018B Bonds are special, limited obligations of the Enterprise, secured by the Net Pledged Revenues and certain funds and accounts created under the Ordinance. The 2018B Bonds do not constitute a general obligation debt of the Enterprise, the City, the State or any political subdivision thereof, and neither the Enterprise, the City, the State nor any of the political subdivisions thereof is liable therefor. Neither the members of the Board of Directors of the Enterprise nor any persons executing this Bond shall be personally liable for this Bond. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Ordinance until the certificate of authentication hereon shall have been duly executed by the Paying Agent. It is certified, recited and warranted that all the requirements of law have been fully complied with by the proper officers of the Enterprise in the issuance of this Bond; that it is issued pursuant to and in strict conformity with the Constitution and laws of the State, and with the Ordinance and any ordinances supplemental thereto; and that this Bond does not contravene any Constitutional, home rule charter or statutory limitation. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Ordinance until the certificate of authentication hereon shall have been duly executed by the Paying Agent. 2 Packet Pg. 100 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) 4 40060381.v4 IN WITNESS WHEREOF, the Enterprise has caused this Bond to be signed and executed in its name and upon its behalf with the facsimile signature of its President, has caused the facsimile of the seal of the Enterprise to be affixed hereon and has caused this Bond to be signed, executed and attested with the facsimile signature of its Secretary, all as of the date specified above. CITY OF FORT COLLINS, COLORADO ELECTRIC UTILITY ENTERPRISE By: (Facsimile or Manual Signature)_______ President of the Enterprise (FACSIMILE SEAL) Attest: (Facsimile or Manual Signature) Secretary of the Enterprise 2 Packet Pg. 101 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) 5 40060381.v4 CERTIFICATE OF AUTHENTICATION This Bond is issued pursuant to the Ordinance herein described, and this Bond has been duly registered on the registration books kept by the undersigned as registrar for such Bonds. U.S. BANK NATIONAL ASSOCIATION, as paying agent and registrar (Manual Signature) Authorized Signatory Date of Authentication and Registration: __________________ (END OF FORM OF CERTIFICATE OF AUTHENTICATION) 2 Packet Pg. 102 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) 6 40060381.v4 (FORM OF ASSIGNMENT) FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto ___________________________ the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints ___________________________ to transfer the within Bond on the records kept for the registration thereof with full power of substitution in the premises. Dated: _________________________ NOTICE: The signature to this assignment must correspond with the name as it appears on the face of the within Bond in every particular, without alteration or enlargement or any change whatever. The signature must be guaranteed by an eligible guarantor institution as defined in 17 CFR § 240.17 Ad-15(a)(2). Signature Guaranteed: Signature must be guaranteed by a member of a Medallion Signature Program. Address of Transferee: Social Security or other tax identification number of transferee: (END OF FORM OF ASSIGNMENT) 2 Packet Pg. 103 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) 7 40060381.v4 (FORM OF PREPAYMENT PANEL) PREPAYMENT PANEL The following installments of principal (or portions thereof) of this Bond have been prepaid in accordance with the terms of the Ordinance. Signature of Authorized Date of Principal Representative Prepayment Prepaid of DTC (END OF FORM OF PREPAYMENT PANEL) (END OF FORM OF 2018B Bond) 2 Packet Pg. 104 Attachment: Exhibit B (6595 : EE-2018 Light & Power Revenue Bonds ORD) -1- ORDINANCE NO. 004 AN ORDINANCE OF THE CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE AUTHORIZING THE DEFEASANCE OF THE ENTERPRISE’S TAXABLE REVENUE BONDS (DIRECT PAY QUALIFIED ENERGY CONSERVATION BONDS), SERIES 2010B. WHEREAS, the City of Fort Collins, Colorado (the “City”) is a duly organized and existing home rule municipality of the State of Colorado, created and operating pursuant to Article XX of the Constitution of the State of Colorado and the home rule charter of the City (the “Charter”); and WHEREAS, the members of the City Council of the City (the “Council”) have been duly elected or appointed and qualified; and WHEREAS, Section 19.3(b) of Charter Article V provides that the Council may, by ordinance, establish its electric utility as an enterprise of the City; and WHEREAS, the Council has heretofore established the City’s Electric Utility as an enterprise of the City (the “Enterprise”) pursuant to Charter Article V, Section 19.3(b), Ordinance No. 60, 1993 and Ordinance No. 38, 2010; and WHEREAS, pursuant to Ordinance No. 011, 2018, the City Council has amended the City Code to implement the authority granted in Section 7 of Article XII of the Charter and has authorized the Enterprise to acquire, construct, provide, fund, and contract for telecommunication facilities and services in the City, and to take such other actions as may be necessary for the proper administration of said facilities and services; and WHEREAS, Ordinance No. 60, 1993, Ordinance No. 38, 2010, and Ordinance No. 011, 2018 shall be collectively referred to herein as the “Enterprise Ordinances” and WHEREAS, pursuant to the Charter and the Enterprise Ordinances, the Council has authorized the Enterprise, by and through the Council, sitting as the board of the Enterprise (the “Board”), to issue revenue and refunding securities and other debt obligations in the manner and to the full extent authorized in Section 7(b) of Charter Article XII and in Code Section 26-392 to fund the Enterprise’s provision of telecommunication facilities and services; and WHEREAS, Charter Article V, Section 19.3(b) provides that the ordinance issuing any such revenue bonds or other obligations of the Enterprise shall be adopted in the same manner and shall be subject to referendum to the same extent as ordinances of the Council; and WHEREAS, the Board proposes to extend, better, otherwise improve and equip the electrical utility system (the “System”) to provide directly or indirectly telecommunication facilities and services, including high-speed broadband Internet facilities and service in the City (the “Project”); and WHEREAS, the Enterprise intends to issue its “City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2018A” and its “City of Fort Collins, Packet Pg. 105 -2- Colorado, Electric Utility Enterprise, Taxable Revenue Bonds, Series 2018B” (collectively, the “2018 Bonds”) to defray in part the cost of the Project; and WHEREAS, pursuant to Ordinance No. 001, 2010 (the “2010B Bond Ordinance”), the Board previously authorized the issuance of the City of Fort Collins, Colorado, Electric Utility Enterprise, Tax-Exempt Revenue Bonds, Series 2010A in the aggregate principal amount of $9,675,000 (the “2010A Bonds”), and its City of Fort Collins, Colorado, Electric Utility Enterprise, Taxable Revenue Bonds (Direct Pay Qualified Energy Conservation Bonds), Series 2010B in the aggregate principal amount of $6,410,000 (the “2010B Bonds”) to finance various improvements to the System; and WHEREAS, the 2010A Bonds have been fully paid in accordance with their terms and are no longer outstanding; and WHEREAS, the 2010B Bonds are currently outstanding in the aggregate principal amount of $5,270,000; and WHEREAS, in connection with the issuance of the 2018 Bonds, the Board has determined and hereby determines that it is in the best interest of the Enterprise to defease the outstanding 2010B Bonds in full prior to the issuance of the 2018 Bonds in order to eliminate certain restrictive contractual provisions contained in the 2010B Bond Ordinance; and WHEREAS, upon such defeasance, the 2010B Bonds will no longer be deemed to be outstanding within the meaning of the 2010B Bond Ordinance; and WHEREAS, the Board has determined that the Enterprise will utilize available moneys of the Enterprise to defease the 2010B Bonds, subject to appropriation by the Council; and WHEREAS, in connection with the defeasance of the 2010B Bonds, the Enterprise will enter into an escrow agreement (the “Escrow Agreement”) with U.S. Bank National Association, as escrow agent; and WHEREAS, the form of the Escrow Agreement is on file with the Enterprise. NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF THE CITY OF FORT COLLINS, COLORADO, ELECTRIC UTILITY ENTERPRISE as follows: Section 1. Recitals Incorporated. The foregoing recitals are incorporated herein by reference and adopted as findings and determinations of the Board. Section 2. Ratification and Approval of Prior Actions. All actions heretofore taken (not inconsistent with the provisions of this Ordinance) by the Board, the officers, and employees of the Enterprise and otherwise taken by the Enterprise directed toward the defeasance of the 2010B Bonds are ratified, approved, and confirmed. Section 3. Finding of Best Interests; Authorization. The Board hereby finds and determines that the defeasance of the 2010B Bonds with available moneys of the Enterprise in connection with the issuance of the 2018 Bonds is in the best interest of the City and the Packet Pg. 106 -3- Enterprise, and the Board hereby authorizes and approves the same. The President is hereby authorized to determine the date that the 2010B Bonds shall be defeased, provided that such defeasance shall occur prior to the issuance of the 2018 Bonds, and provided further that the Council has appropriated the money necessary to defease the 2010B Bonds. Section 4. Approval of Escrow Agreement. The Board hereby approves the Escrow Agreement in substantially the form of such document on file with the Secretary of the Enterprise, with only such changes therein as are not inconsistent herewith. The President of the Enterprise is hereby authorized and directed to execute the Escrow Agreement and the Secretary is hereby authorized to attest and to affix the seal of the Enterprise to the Escrow Agreement. The Escrow Agreement is to be executed in substantially the form hereinabove approved, provided that such documents may be completed, corrected, or revised as deemed necessary by the parties thereto in order to carry out the purposes of this Ordinance. The execution of the Escrow Agreement by the appropriate officers of the Enterprise herein authorized shall be conclusive evidence of the approval by the Enterprise of the Escrow Agreement in accordance with the terms hereof. Section 5. Other Related Documents. The President and the Secretary and all other appropriate officers or employees of the Enterprise are authorized and directed to take all action necessary or appropriate to effectuate the provisions of this Ordinance, including without limiting the generality of the foregoing, executing, attesting, authenticating, and delivering for and on behalf of the Enterprise any and all necessary documents, instruments, or certificates and performing all other acts that they deem necessary or appropriate. The execution of any instrument by the appropriate officers of the Enterprise herein authorized shall be conclusive evidence of the approval by the Enterprise of such instrument in accordance with the terms hereof. Section 6. Repealer. All ordinances, resolutions, bylaws, orders, and other instruments, or parts thereof, inconsistent herewith are hereby repealed to the extent only of such inconsistency. This repealer shall not be construed to revive any ordinance, resolution, bylaw, order, or other instrument, or part thereof, heretofore repealed. Section 7. Severability. If any section, subsection, paragraph, clause or other provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability thereof shall not affect any of the remaining sections, subsections, paragraphs, clauses or provisions of this Ordinance. Section 8. Governing Law. This Ordinance shall be governed by and construed in accordance with the laws of the State of Colorado. Packet Pg. 107 -4- Introduced, considered favorably on first reading and ordered published this 20th day of March, A.D. 2018, and to be presented for final passage on the 3rd day of April, A.D., 2018. By:________________________________ Vice President ATTEST: ___________________________ Secretary Passed and adopted on final reading this 3rd day of April, A.D., 2018. By: ________________________________ President ATTEST: ___________________________ Secretary Packet Pg. 108 City of Fort Collins Page 1 Wade Troxell, Chairperson City Council Chambers Gerry Horak, Vice-Chairperson City Hall West Bob Overbeck 300 LaPorte Avenue Ray Martinez Fort Collins, Colorado Ken Summers Kristin Stephens Ross Cunniff Cablecast on City Cable Channel 14 and Channel 881 on the Comcast cable system Carrie Daggett Darin Atteberry Delynn Coldiron City Attorney Executive Director Secretary 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. URBAN RENEWAL AUTHORITY BOARD MEETING March 20, 2018 After the Electric Utility Enterprise Meeting • CALL MEETING TO ORDER • ROLL CALL • AGENDA REVIEW • Executive Director’s Review of Agenda. • CITIZEN PARTICIPATION Individuals who wish to address the Board on items not specifically scheduled on the agenda must first be recognized by the Chairperson or Vice Chair. Before speaking, please sign in at the table in the back of the room. The timer will buzz once when there are 30 seconds left and the light will turn yellow. The timer will buzz again at the end of the speaker’s time. Each speaker is allowed 5 minutes. If there are more than 6 individuals who wish to speak, the Chairperson may reduce the time allowed for each individual. • State your name and address for the record. • Applause, outbursts or other demonstrations by the audience are not allowed • Keep comments brief; if available, provide a written copy of statement to Secretary • Address your comments to Council, not the audience City of Fort Collins Page 2 • CITIZEN PARTICIPATION FOLLOW-UP • STAFF REPORTS • COMMISSIONER REPORTS Discussion Items The method of debate for discussion items is as follows: ● Chairperson introduces the item number and subject; asks if formal presentation will be made by staff ● Staff and/or Applicant presentation (optional) ● Chairperson requests citizen comment on the item (five-minute limit for each citizen) ● Board questions of staff on the item ● Board motion on the item ● Board discussion ● Final Board comments ● Board vote on the item Note: Time limits for individual agenda items may be revised, at the discretion of the Chairperson, 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. 1. Consideration and Approval of the Minutes of the December 7, 2017 Urban Renewal Authority Meeting. The purpose of this item is to approve the minutes from the December 5, 2017 Urban Renewal Authority meeting. 2. Resolution No. 084 of the Board of Commissioners of the Fort Collins Urban Renewal Authority Approving an Intergovernmental Agreement with the City of Fort Collins for the Authority's Contribution of Funds to the City's Whitewater Park Project for Public Improvements. (staff: Patrick Rowe, Kurt Friesen; 10 minute staff presentation; 20 minute discussion) The purpose of this item is to consider an Intergovernmental Agreement between the Fort Collins Urban Renewal Authority (URA) and the City of Fort Collins that provides $300,000 in tax increment financing (TIF) assistance. The TIF assistance will be utilized to pay Vine Street improvement costs associated with the Whitewater Park Project (the Project). The Project carries the following benefits for the North College Urban Renewal Plan Area: • Desirable amenity for businesses and residents, helping to draw interest and activate area. • Improved Vine Drive (parallel parking, parkway, detached sidewalk, landscaping, etc.) • Floodway channelization, generally removing the area immediately north and south of Vine Drive between College Avenue and Jerome Street. • Increased flow capacity, facilitating future project opportunities to reduce the floodplain and eliminate the overtopping of College Avenue. • OTHER BUSINESS • ADJOURNMENT Agenda Item 1 Item # 1 Page 1 AGENDA ITEM SUMMARY March 20, 2018 Urban Renewal Authority Board STAFF Delynn Coldiron, City Clerk SUBJECT Consideration and Approval of the Minutes of the December 7, 2017 Urban Renewal Authority Meeting. EXECUTIVE SUMMARY The purpose of this item is to approve the minutes from the December 5, 2017 Urban Renewal Authority meeting. ATTACHMENTS 1. December 5, 2017 (PDF) 1 Packet Pg. 3 City of Fort Collins Page 324 URBAN RENEWAL AUTHORITY BOARD December 5, 2017 9:15 PM • ROLL CALL PRESENT: Overbeck, Cunniff, Horak, Martinez, Stephens, Summers ABSENT: Troxell Staff Present: Atteberry, Daggett, Coldiron • CITIZEN PARTICIPATION Eric Sutherland stated Council does not have the authority to act as the URA Board in light of the Charter which prohibits Councilmembers from holding any other elected office. • DISCUSSION ITEMS 1. Public Hearing and Resolution No. 083 Adopting the 2018 Budget for the Fort Collins Urban Renewal Authority. (Adopted) The purpose of this item is to adopt the 2018 budget and to appropriate the funds to be spent for the Fort Collins Urban Renewal Authority (URA), comprised of the North College Tax Increment Financing (TIF) District, the Prospect South TIF District, and the Foothills TIF District. The budget revenues include property and sales tax increment, and interest earned on investments, totaling $6,526,929. Budget expenses include general operations, project obligations and debt service payments, totaling $6,058,208. The 2018 budget corresponds to the budget that was submitted and approved as part of the Budgeting for Outcomes process for 2017 and 2018. The URA’s 2018 annual appropriation is $6,058,208. Patrick Rowe, Redevelopment Coordinator, stated the 2018 URA budget is the same as was approved as part of the 2016 budget process. There are 3 active plan areas and TIF districts within the URA: North College, Prospect South, and Foothills Mall, and discussed the various revenue and debt sources. Eric Sutherland questioned what is to be done with the Poudre School District mill levies that were over-collected this year. Commissioner Cunniff made a motion, seconded by Commissioner Overbeck, to adopt Resolution No. 083. RESULT: RESOLUTION NO. 083 ADOPTED [UNANIMOUS] MOVER: Ross Cunniff, District 5 SECONDER: Bob Overbeck, District 1 AYES: Overbeck, Cunniff, Horak, Martinez, Stephens, Summers ABSENT: Troxell • OTHER BUSINESS Commissioner Cunniff requested an update regarding invitations sent to other governmental entities. Josh Birks, Economic Health Director, replied underlying tax entities were notified of this budget hearing. Invitations for expanding the Board are in process and will be extended once details are finalized. 1.1 Packet Pg. 4 Attachment: December 5, 2017 (6590 : URA Minutes-12/5/17) December 5, 2017 City of Fort Collins Page 325 • ADJOURNMENT The meeting adjourned at 9:25 PM. ________________________________ Chair ATTEST: ________________________________ Secretary 1.1 Packet Pg. 5 Attachment: December 5, 2017 (6590 : URA Minutes-12/5/17) Agenda Item 2 Item # 2 Page 1 AGENDA ITEM SUMMARY March 20, 2018 Urban Renewal Authority Board STAFF Patrick Rowe, Redevelopment Program Coordinator Kurt Friesen, Director of Park Planning & Development John Duval, Legal SUBJECT Resolution No. 084 of the Board of Commissioners of the Fort Collins Urban Renewal Authority Approving an Intergovernmental Agreement with the City of Fort Collins for the Authority's Contribution of Funds to the City's Whitewater Park Project for Public Improvements. EXECUTIVE SUMMARY The purpose of this item is to consider an Intergovernmental Agreement between the Fort Collins Urban Renewal Authority (URA) and the City of Fort Collins that provides $300,000 in tax increment financing (TIF) assistance. The TIF assistance will be utilized to pay Vine Street improvement costs associated with the Whitewater Park Project (the Project). The Project carries the following benefits for the North College Urban Renewal Plan Area: • Desirable amenity for businesses and residents, helping to draw interest and activate area. • Improved Vine Drive (parallel parking, parkway, detached sidewalk, landscaping, etc.) • Floodway channelization, generally removing the area immediately north and south of Vine Drive between College Avenue and Jerome Street. • Increased flow capacity, facilitating future project opportunities to reduce the floodplain and eliminate the overtopping of College Avenue. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION Whitewater Park Project Description The Whitewater Park is a planned 12.5-acre park that includes world class whitewater features, park gathering spaces, river overlooks, fish passage and habitat, stormwater improvements and restoration of the area. The project will include many items beyond the whitewater features, such as art in public places, road improvements, parking, pedestrian circulation, gathering spaces, wetlands and restoration, historic preservation and interpretation, removing the Coy diversion structure and south bank walls, cleaning up industrial properties, and creating a stormwater basin that returns water to the river. The project also includes a layout that supports future trails, pedestrian bridge, and an upper terrace gathering space that can be enhanced without the need for additional Federal Emergency Management Agency or US Corps of Engineers permitting. The Project is scheduled to begin construction Summer 2018 and the planned opening date is Summer/Fall 2019. 2 Packet Pg. 6 Agenda Item 2 Item # 2 Page 2 North College URA Plan Area Benefits The Whitewater Project will be an amenity and destination for the area, creating a node of activity and interest along the south boundary of the North College URA Plan Area boundary. Further, the Project provides the following additional benefits to the URA plan area: • Vine Drive Improvements, including: 19 parallel parking spaces, detached sidewalk, landscaped parkway, curb and gutter, etc. The cost of these improvements is expected to be more than $300,000. (Note: The area is within the Innovation subdistrict as identified by the 2017 Downtown Plan. Park Planning and Development staff is working with Planning and Engineering staff to coordinate potential future streetscape improvements that support and speak to the unique identity of the Innovation subdistrict). • Floodway Channelization, which will result in the removal of several developable properties from floodway, specifically those properties located immediately north and south of Vine Drive between College Avenue and Jerome Street. This is critical as floodplain regulations do not permit any new structures within the Poudre River floodway. • Increased flood flow under College Avenue bridge. The increased capacity will permit future projects to direct and convey the 100-year flood flows to the Poudre River and under the College Avenue bridge, thus preventing the overtopping of College Avenue and reducing the area floodplain. • Facilitates improved connectivity to Downtown, a specific goal of the North College Urban Renewal Plan. The pedestrian bridge contributes significantly to this connectivity. Due to funding limitations, the pedestrian bridge is not included in the base project, and instead is listed as an optional feature. However, the bridge abutments are a part of the funded base project. Separately, the Project will also improve perceived connectivity as an important public amenity on the boundary of the two areas, which will draw interest from both North College and Downtown and soften the boundary. Although many of the plan area benefits are intangible, staff attempted to quantify the value of the above specified benefits. The following table summarizes this analysis: Benefit Value to NC Urban Renewal Plan Area Area Amenity/Activation Not calculated, though staff estimates the economic value of the project to the area to be significant. Vine Drive Improvements ~$500K (based on cost estimates) Floodway Channelization Significant. Results in ~4 acres becoming developable. Assuming a $5 / sqft land value benefit, would indicante ~$870K value to the area. Increased Flood Flow Capacity under College Ave Bridge ~$2.6M (based on cost estimates for the specific improvements that increased river channel capacity. Facilitates future benefits to the area (College Ave overtopping and floodplain reductions). Facilitates Improved Connectivity between North College and Downtown Not calculated, though staff judges this to be a significant component of the economic value of the project. URA staff judged the value of the project to the North College Plan Area to significantly exceed the requested investment. Project Funding The Whitewater Park project has existing funding sources of approximately $9.5M. At this funding level, a number of project components were removed to size the project to the available funds. The City is currently pursuing a strategy to increase funding to add back many of these project components, including the 2 Packet Pg. 7 Agenda Item 2 Item # 2 Page 3 pedestrian bridge and other high interest elements. As outlined in the February 27 City Council Work Session, the URA remains a critical piece of this funding strategy. The total cost of all optional features to be added to the Project is approximately $2,025,000. The following chart illustrates a potential cost allocation by funding source, with the option of the Stormwater Department bringing additional funding to the project to share in the total cost of the elements where departmental benefits are realized. Under this scenario, optional features could be funded from CCIP, General Fund, and unidentified philanthropic sources. Cost Allocation by Funding Source Project Elements Total Natural Areas Stormwater CCIP Fundraising Park Impact Fees General Fund URA (funding pending) Philanthropic Support Vine Drive, Parking and Storm Sewer Improvements $513,000 $213,000 $300,000 Property Acquisitions and Cleanup $1,855,400 $855,400 $1,000,000 River Enhancements $3,165,000 $721,666 $721,667 $721,667 $1,000,000 Bridge Abutments & Gathering Areas $1,157,000 $1,157,000 Minimum Landscape Enhancements $233,000 $77,666 $77,667 $77,667 Design, Engineering and Contractor Costs $2,418,000 $129,335 $650,000 $1,138,665 $500,000 Project Contingency $214,000 $71,333 $71,333 $71,334 Total Estimated Cost without Optional Features $9,555,400 $1,000,000 $1,733,667 $3,166,333 $1,500,000 $855,400 $1,000,000 $300,000 $0 Optional Features $2,025,000 $1,033,667 $492,335 $498,998 Total Estimated Cost with Optional Features $11,580,400 Current Available Funding Agenda Item 2 Item # 2 Page 4 As information, below is a summary of cash flow projections for North College for the next 5-years: 2018 2019 2020 2021 2022 Carry Forward Cash Balance $618,058 $0 $282,281 $651,635 $1,066,028 Net Cash Flow Projections $169,416 $282,281 $369,354 $414,393 $476,067 Whitewater Park Obligation ($300,000) *Potential Stormwater Project ($487,474) Ending Balance $0 $282,281 $651,635 $1,066,028 $1,542,095 North College Cash Flow Projections - 5 Years *Note: The balance of available increment in 2018 is anticipated to be requested to progress the design of a regional stormwater project which carries significant benefits to the area. BOARD / COMMISSION RECOMMENDATION The URA Council Finance Committee reviewed the Whitewater Park Project request at its January 8, 2018 meeting. The minutes are enclosed as Attachment 2. The committee was supportive of bringing the request to the full URA board. Further, the committee requested additional information in the following areas: • Cash flow projections (included above). • Vine Drive placemaking elements. (Project staff is coordinating with Engineering, Planning, and the Transportation Master Plan update effort; additional information will be available in the near future). • Technical response on floodplain impacts. (Attachment 3) Following feedback received at the February 27 Council Work Session, Park Planning Staff is in the process of circulating the proposed project changes and additional funding feedback to relevant boards and commissions. Below is a summary of that effort: • Parks and Recreation Board – Support • Commission on Disabilities – Support • Land Conservation and Stewardship Board – Meeting scheduled in April • Natural Resources Advisory Board – Meeting scheduled later in March • Water Board – Meeting scheduled for 3/15/18; meeting results will be reported in a Read Before Memo to Council. PUBLIC OUTREACH The North College Citizens Advisory Group reviews and provides recommendations on all North College Plan Area projects. They provided the following recommendation of support for the Whitewater Park Project request: “The Citizens Advisory Group recommends approval of the request to provide a $300,000 funding grant to complete the initial phase of the Kayak Park improvements with a focus on the completing the pedestrian bridge and addressing potential risks associated with transients to include sufficient lighting, sprinkler irrigation, and video surveillance as soon as possible.” This recommendation was unanimously supported by the seven members in attendance at the meeting. Note: At the CAG’s March 1, 2018 meeting, the CAG discussed the proposed Whitewater Park Project changes resulting from the February 27th City Council Work Session. The CAG is supportive of the additional project inclusions, particularly the pedestrian bridge and safety/security elements. 2 Packet Pg. 9 Agenda Item 2 Item # 2 Page 5 ATTACHMENTS 1. Location Map (PDF) 2. URA Finance Committee Minutes, January 10, 2018 (draft) (PDF) 3. Stormwater Department Floodplain Memorandum (PDF) 4. Work Session Staff Summary, February 27, 2018 (PDF) 5. Powerpoint presentation (PDF) 2 Packet Pg. 10 _ E S uniga Rd E Wil l ox Ln W Willox Ln E Vine Dr ÕZYXW ³I _ Whitewater Park Project North College Plan Area I Location Map URA - Whitewater Park Project P oudr e R i v e r ATTACHMENT 1 2.1 Packet Pg. 11 Attachment: Location Map (6559 : URA-Whitewater Park) 10 process because we can delve in to priorities. Council considers that formally next fall - if that is too long - we will talk about that and will come back with a strategy. Mayor Troxell; thank you to the North College CAG members; Tim Kenney, Dean Hoag, Ron Lautzenheiser, Grant Sherwood, Don Butler and Christ Sheafor for coming out - your input is critical to the success. B. Whitewater Park Kurt Friesen, Director Park Planning and Development Matthew Day, Sr. Landscape Architect Patrick Rowe, Redevelopment Coordinator EXECUTIVE SUMMARY The purpose of the item is to request approval of $300,000 funding from the URA for the Whitewater Park The Whitewater Park is a planned 12.5 acre park that includes world class whitewater features, park gathering spaces, river overlooks, fish passage and habitat, stormwater improvements and restoration of the area. The project will include many items beyond the whitewater features such as art in public places, road improvements, parking, pedestrian circulation, gathering spaces, wetlands and restoration, historic preservation and interpretation, removing the Coy diversion structure and south bank walls, cleaning up industrial properties, and creating a stormwater basin that returns water to the river. The project also includes a layout the supports future trail alignments, pedestrian bridge, and an upper terrace gathering space that can be enhanced without the need for FEMA or US Corps of Engineers permitting. The Whitewater Park project has funding sources of $9,018,000 and a proposed budget of $9,467,000. The current project scope has been reduced and the project team is value engineering project elements, methods and means. The project team has reduced the amount of hardscape areas, reduced river seating areas, replaced concrete walks with soft paths, phased parking, and reduced landscape elements to what is required by code. The project team is continuing with value engineering efforts to close the budget gap. Items the team is working on are reducing dewatering and water treatment, making utility connections for the south bank at the Powerhouse Campus, using angular granite versus rounded river rock, repurposing onsite materials, and potentially adjusting the timing of the improvements to work in the river first to free up dewatering contingencies and apply those funds to help complete the upland efforts and afford site amenities. Our project team is also working with the River Commissioner to see if the irrigation/ditch companies could take water out through the irrigation ditches, bypass the work site, and return the flows to the river downstream. The approach would reduce the amount of dewatering and water treatment necessary for the project as well as reduce risk associated with in-stream work. The project team is also working to see if water removed from the site could be diverted to the sanitary sewer and not require the costly water treatment system associated with the State URA Finance Committee minutes January 10, 2018 ATTACHMENT 2 2.2 Packet Pg. 12 Attachment: URA Finance Committee Minutes, January 10, 2018 (draft) (6559 : URA-Whitewater Park) 11 dewatering permit. And finally, we continue to seek opportunities to repurpose on-site materials, reduce hauling and handling and divert any materials from the landfill. The URA funds are very important to the project and without the additional funds to help bridge the budget gap, the project will need to eliminate the bridge foundations, redesign a smaller wall at the south bank overlook plaza, and redesign Vine drive to eliminate parallel parking. The Whitewater Park will be a recreational asset for the area, generating interest and activity. Additionally, the project: • Improves Vine Drive by adding 19 parallel parking spaces, a continuous bike lane, curb and gutter, and a formalized the right of way strip with street trees, irrigation and turf grass • Provides improved stormwater conveyance by removing the Coy diversion structure, lowering the river, and terracing the banks to allow places for people and habitat • Creates a new stormwater basin to return storm flows to the river • Results in flood map revision by significantly reducing the Poudre River floodway, opening significant area to development • Creates fish passage and river habitat that has not existed since the original diversion structure was constructed in the late 1800’s • Enhances habitat diversity through native plantings that support avian species • Cleanup of the area; the project is removing degraded buildings, obsolete concrete structures and walls, and pruning and removing hazardous trees that have been neglected for a long time • Creates historic interpretation of the site including the Coy Diversion and headgate, the Hersh Quonset, the Union Pacific and BNSF railway bridges, and the Grotto • Future alignment of the Poudre Trail will cross the river at the Whitewater Park and connect under the BNSF bridge, through Gustav Swanson Natural Area and replace the at-grade crossing at Linden with a grade separated crossing under the Linden bridge GENERAL DIRECTION SOUGHT AND SPECIFIC QUESTIONS TO BE ANSWERED 1. Does the URA Finance Committee support the Whitewater Park Project funding request for $300,000? 2. Does the URA Finance Committee recommend this request be brought forward to the URA Board for consideration? BACKGROUND/DISCUSSION The City initiated and funded the master plan for the Poudre River Downtown Project during the 2013/2104 BFO process. The project included a comprehensive planning process for the Poudre River from Shields street to Mulberry. The master plan was approved by City Council in fall 2014 (Resolution 2014-093). The Master Plan identified the area between the Union Pacific and the Burlington Northern Santa Fe Railroad as the initial priority for City investment, this area is now the Whitewater Park. The Whitewater Park project area includes College Avenue, the old Coy irrigation diversion structure and 2.2 Packet Pg. 13 Attachment: URA Finance Committee Minutes, January 10, 2018 (draft) (6559 : URA-Whitewater Park) 12 headgate, the CSU Powerhouse Campus, Gustav Swanson Natural Area, properties along Vine Drive, and 2 railroads. The Whitewater Park project makes improvements to the river system and surrounding areas by addressing the Poudre River Downtown Master Plan’s core objectives. These objectives are: Flood Mitigation • Improve public safety and protect properties from damaging floods • Reduce or eliminate 100-year flood overtopping of College Avenue • Reduce or eliminate the 100-year flow split along Vine Drive • Reconnect the river to its floodplain while maximizing the beneficial environmental and recreational uses of the river corridor Discussion / Next Steps: Seeking $300K of URA funding which would fund the Vine Drive Street improvements and 19 spaces for parallel parking, stormwater improvements and ROW landscape enhancements. Patrick Rowe; URA has assessed this project as a desirable amenity for businesses and residents in this area and will help to activate this area. Kurt Friesen; we met with CAG earlier today and we would like to go in front of the full URA Board on Feb. 6P th P for a full recommendation. Mayor Troxell; Lemay bypass - Vine takes on a new role - you have it sized pretty robustly - grade separated bike ways – is it still an arterial in that configuration? 2.2 Packet Pg. 14 Attachment: URA Finance Committee Minutes, January 10, 2018 (draft) (6559 : URA-Whitewater Park) 13 Jeff Mihelich; we have talked about this - Vine becomes a local street - enhance - downgraded - we want more of the regional traffic - Mayor Troxell; Is this part of the Innovation district? Yes There is the Innosphere - some storage lockers - access to Redwood and the north - Linden and beyond that - I don’t have a vision of Vine - Josh Birks; Downtown Plan which was recently adopted - this was a character area identified - runs from Redwood and Vine west across College and picks up the Discovery Museum –(rectangle) that stretch of land - Vine happens to be the southern - stretch between College and Jerome which is currently impacted significantly by the flood plain and flood way - this project opens that up and allows us to start delivering more on that vision. There are two more projects underway to try to build off the Innovation District thinking; Innosphere major facility expansion using land that they own. A second project that has just started and is in the planning process – in the area of the truck sales center at the NW corner of Jerome and Vine - 80K square foot building that would be complementary - building off of Innosphere and the Power House - south of the river - certainly consistent with the vision. Mayor Troxell; just as we have the Jefferson Street improvements (College to Mulberry) a sense of place that helps to identify connectivity across Jefferson into the River District and Old Town to maybe think about this segment - this area to have its own development area - this is very purposeful for river access – integration areas - the innovation areas. How do we put that thumb print on this and create a unique experience? Josh Birks; The Master Street Plan does call for the stretch between College and Redwood to remain a two-lane arterial. The Downtown Plan occurred since the last Master Street Plan. Mayor Troxell; In the Downtown Plan as we create these districts, part of that should be how do we create unique identities and the streets are a big part of that as well. Jeff Mihelich; Lincoln Ave. - when we do this section of Vine we will be very intentional to make sure the design and pedestrian connections celebrate the district. Ross Cunniff; what effect does narrowing the flood plain here have? Can we have a technical answer before the next discussion? We do not want to increase the flood plain Patrick Rowe; this project is adding capacity in the river for those flows and it is channelizing the flood way but the flood plain is largely unchanged - we will get the technical answer for you. Ross Cunniff; a 2-lane arterial might not be the right kind of street to be built here - maybe something with more street calming - 2.2 Packet Pg. 15 Attachment: URA Finance Committee Minutes, January 10, 2018 (draft) (6559 : URA-Whitewater Park) 14 Darin Atteberry; with parking / travel lanes and bike lanes - 50 feet of asphalt - arterial streets should be thoughtfully considered particularly in this Innovation and Play district- not the mention the habitat and the significance of the river Josh Birks; given timing - room to talk about what interim might look like - that allows us to move forward with the focus area Ross Cunniff; design of this as a 2-lane arterial - encourage traffic to use this arterial to cut 300 feet from their trip – south - cut through – that goes against the character of the district. We need to be careful about positioning this as enabling the Whitewater Park because it starts to sound like we are using URA for recreational purposes - I think the amenities that can stand on their own. I personally wouldn’t vote for it just as a Whitewater Park. Mayor Troxell; think about public use and benefits Josh Birks; tying it to very directly - there is merit to this project in its own. ACTION ITEM: Josh Birks; $900K is our cash balance today - there is cash flow that will be coming in the future as well. I would want to be able to provide a total picture of cash flow as part of the full board presentation. We could do an interim memo follow up about cash flow - impacts with and without this choice - the $300K would cut the $629K shortfall in half. Mayor Troxell; we need the cash flow information before we are ready - that would be useful heading into a URA Board - Jeff Mihelich; we will take the questions that were brought up today to the full URA board Mayor Troxell; great project overall - separation from URA and Whitewater Park - what is the public benefit for use of TIF? Ross Cunniff; reasonable to include that this will reduce the cost for water park but not the same. Josh Birks; we are shooting for March for the new URA Board configuration - we will probably meet 2 more times as the URA Council Finance. Meeting adjourned at 11:56 am 2.2 Packet Pg. 16 Attachment: URA Finance Committee Minutes, January 10, 2018 (draft) (6559 : URA-Whitewater Park) Utilities electric · stormwater · wastewater · water 700 Wood Street PO Box 580 Fort Collins, CO 80522 970.221.6700 970.221.6619 – fax 970.224.6003 – TDD utilities@fcgov.com fcgov.com/utilities M E M O R A N D U M DATE: January 24, 2018 TO: Patrick Rowe, Redevelopment Program Coordinator FROM: Heidi Hansen, Floodplain Management RE: Downtown Whitewater Park Floodplain Benefits The Downtown Whitewater Park improvements will provide the following floodplain and stormwater benefits: The removal of the coy diversion dam and boat chute drop structure will allow for significant lowering of the channel bed. This will channelize the 100-year floodway flows, allowing the floodway boundary to be reduced through the stretch and removing multiple properties from the floodway. The 100-year floodplain will remain through the area. The City prohibits construction of new structures in the 100-year floodway so the change in zone from floodway to floodplain will allow for commercial development of multiple properties along Vine Drive. Due to life safety concerns, residential and mixed-use development are prohibited in both the Poudre River floodplain and floodway. The project increases the capacity under the College Avenue bridge to allow for passage of the full 100-year flood flows. However, there is an upstream breakout flow that does not return to the river before overtopping N College Ave north of E Vine Drive so the regulatory floodplain boundary will not be significantly reduced with the Whitewater Park project. In the future, a project to either prevent the breakout flow or return it to the river upstream of College Avenue could be undertaken and, due to the increase in bridge capacity from this project, the floodplain would be reduced north of the river. Such a project would also prevent the overtopping of a major arterial roadway (College Avenue) in the 100-year flood. Other stormwater benefits include a storm sewer outfall that provides water quality treatment and conveyance of localized runoff to the river as well as bank stabilization measures. Note: In a few areas the floodplain will expand. This is due to updated topographic information and improved modeling techniques and is not due to the Whitewater Park Project. ATTACHMENT 3 2.3 Packet Pg. 17 Attachment: Stormwater Department Floodplain Memorandum (6559 : URA-Whitewater Park) ATTACHMENT 4 2.4 Packet Pg. 18 Attachment: Work Session Staff Summary, February 27, 2018 (6559 : URA-Whitewater Park) 2.4 Packet Pg. 19 Attachment: Work Session Staff Summary, February 27, 2018 (6559 : URA-Whitewater Park) 1 URA Request - Poudre River Whitewater Park Patrick Rowe and Kurt Friesen 03/20/2018 ATTACHMENT 5 2.5 Packet Pg. 20 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Innovation Subdistrict 2 Whitewater Park 2017 Downtown Plan 2.5 Packet Pg. 21 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Area Context 3 Improved Vine Drive Character 2.5 Packet Pg. 22 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 4 2.5 Packet Pg. 23 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Project Funding Sources 5 Community Capital Improvement Program (CCIP) $ 4,200,000 Natural Areas $ 1,000,000 Stormwater $ 1,000,000 General Fund (Property Acquisition) $ 1,000,000 Park Impact Fees (Property Acquisition) $ 855,400 Fundraising $ 1,500,000 Total Funding $ 9,555,400 2.5 Packet Pg. 24 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Project Cost Estimate 6 Vine Drive, Parking and Storm Sewer Improvements $ 513,000 Property Acquisitions and Cleanup $ 1,855,400 River Enhancements $ 3,165,000 Gathering Areas & Bridge Abutments $ 1,157,000 Minimum Landscape Enhancements $ 233,000 Design, Engineering & Contractor Costs $ 2,418,000 Project Contingency $ 214,000 Total Estimated Cost $ 9,555,400 2.5 Packet Pg. 25 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Funding Request • Seeking $300,000 of URA funding • This would fund the • Vine Drive Street Improvements and Parallel Parking • Vine Drive Stormwater Improvements • Vine Drive ROW Landscape Enhancements 7 2.5 Packet Pg. 26 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) URA Benefits 1. Desirable Amenity for Businesses and Residents 8 2.5 Packet Pg. 27 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) URA Benefits 2. Improved Vine Drive with Additional Parking 9 Existing Condition 2.5 Packet Pg. 28 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) URA Benefits 10 Phase I Improved ½ of Vine Drive 16 New Parking Spaces Future Phase(s) Improved Complete Street with Innovation Character 2. Improved Vine Drive with Additional Parking Proposed Condition 2.5 Packet Pg. 29 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 11 3. Floodway Improvements URA Benefits Existing Condition 2.5 Packet Pg. 30 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 12 URA Benefits Proposed Condition Proposed Condition 3. Floodway Improvements 2.5 Packet Pg. 31 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 13 4. Increased flood flow under College Ave Bridge URA Benefits 2.5 Packet Pg. 32 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 14 URA Benefits 5. Facilitates future improved connectivity to Downtown 2.5 Packet Pg. 33 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Plan Area Cash Flow 15 2018 2019 2020 2021 2022 Net Change in Cash $169,416 $282,281 $369,354 $414,393 $476,067 Cash Flow Projections – 5 Years 2.5 Packet Pg. 34 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 16 2.5 Packet Pg. 35 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) 17 Backup Slides 2.5 Packet Pg. 36 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Project Location 18 2.5 Packet Pg. 37 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Innovation Subdistrict 19 Future Character: “A mix of uses supporting partnerships in the Poudre River floodplain” 2.5 Packet Pg. 38 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) Innovation Subdistrict 20 2.5 Packet Pg. 39 Attachment: Powerpoint presentation (6559 : URA-Whitewater Park) -1- RESOLUTION NO. 084 OF THE BOARD OF COMMISSIONERS OF THE FORT COLLINS URBAN RENEWAL AUTHORITY APPROVING AN INTERGOVERNMENTAL AGREEMENT WITH THE CITY OF FORT COLLINS FOR THE AUTHORITY’S CONTRIBUTION OF FUNDS TO THE CITY’S WHITEWATER PARK PROJECT FOR PUBLIC IMPROVEMENTS WHEREAS, the City of Fort Collins (the “City”) is planning the construction of a park in the downtown area along the Poudre River, to be known as the Whitewater Park, funding for which the City’s voters approved in 2015 as part of the City’s Community Capital Improvement Program (the “CCIP”); and WHEREAS, improvements constructed for the Whitewater Park will include world class whitewater features, park gathering places, river overlooks, fish passage and habitat improvements, stormwater improvements, street and sidewalk improvements, and various other related public improvements (the “Park Project”); and WHEREAS, in 2004, the Fort Collins City Council adopted Resolution 2004-152 approving the North College Avenue Urban Renewal Plan, which it subsequently amended in 2015 in Resolution 2015-106, (the “North College Plan”); and WHEREAS, the North College Plan was adopted to facilitate the elimination and prevention of blighted areas within the plan area identified in the Plan (the “Plan Area”) by promoting and assisting undertakings and activities within the Plan Area involving the development, redevelopment and rehabilitation of Plan Area properties as part of a single urban renewal project (the “North College Project”); and WHEREAS, City and Authority staff have identified and reported to the Authority’s Board of Commissioners (the “Board”) several significant benefits that the Park Project will provide to the North College Project as contemplated in the North College Plan, which benefits include, without limitation: (i) improvements to portions of Vine Drive in the Plan Area (“Vine Drive Improvements”), (ii) stormwater improvements that will remove several developable properties in the Plan Area from the floodway and reduce the likelihood that College Avenue in the Plan Area will overtop during a flood, and (iii) improvements that will improve connectivity between the Plan Area and downtown Fort Collins (collectively, the “Park Project Benefits”); and WHEREAS, staff has also presented to the Board for its consideration the Intergovernmental Agreement attached as Exhibit “A” and incorporated herein (the “Agreement”), pursuant to which the Authority will pay the City $300,000 to help fund the Vine Drive Improvements, which are estimated to cost $513,000; and WHEREAS, the Board has conducted its own review of the Park Project and finds that the Park Project Benefits will facilitate the elimination and prevention of blighted areas in the Plan Area as contemplated in the North College Plan and, therefore, entering into the Agreement and providing funds for the Vine Drive Improvements will be in the best interest of the Authority Packet Pg. 40 -2- and serve the public purposes of eliminating and preventing blight in the Plan Area in furtherance of the North College Plan; and WHEREAS, the Board further finds that the value of the Park Project Benefits to the Authority are significant, with a value greater than $300,000, and they represent undertakings and activities within the North College Project that will benefit the development, redevelopment and rehabilitation of properties within the Plan Area through the construction of public improvements; and WHEREAS, the Authority currently has sufficient funds in its North College Fund available for appropriation to satisfy its $300,000 payment obligation under the Agreement without impairing any of the Authority’s other existing financial obligations under the North College Plan; and WHEREAS, the City and the Authority are authorized to enter into the Agreement to cooperate in the funding and construction of the Park Project pursuant to C.R.S. § 29-1-203 and the Colorado Urban Renewal Law, including, without limitation, C.R.S. § 31-25-112, and the City is further authorized to do so under City Charter Article II, Section 16. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF THE FORT COLLINS URBAN RENEWAL AUTHORITY as follows: Section 1. That the Board hereby makes and adopts the determinations and findings contained in the recitals set forth above. Section 2. That the Agreement is hereby approved and the Executive Director of the Authority is hereby authorized to enter into the Agreement on the Authority’s behalf in substantially the form attached hereto as Exhibit “A,” subject to such minor modifications as the Executive Director, in consultation with the Authority’s Legal Counsel, may determine to be necessary and appropriate to protect the interests of the Authority or to effectuate the purposes of this Resolution. Section 3. That there is hereby appropriated for expenditure from the North College Fund the sum of THREE HUNDRED THOUSAND DOLLARS ($300,000) to be paid to the City as provided in the Agreement. Packet Pg. 41 -3- Passed and adopted at a regular meeting of the Board of Commissioners of the Fort Collins Urban Renewal Authority this 20th day of March, A.D. 2018. ____________________________________ Vice Chair ATTEST: _________________________________ Secretary Packet Pg. 42 INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND THE FORT COLLINS URBAN RENEWAL AUTHORITY REGARDING THE AUTHORITY’S CONTRIBUTION OF FUNDS FOR THE WHITEWATER PARK PROJECT THIS INTERGOVERNMENTAL AGREEMENT is made and entered into this _____ day of March __, 2018, (this “Agreement”) by and between the City of Fort Collins, a Colorado home rule municipality, (the “City”) and the Fort Collins Urban Renewal Authority, a corporate body and political subdivision of the state, (the “Authority”). The City and Authority shall also hereafter be jointly referred to as “Parties” or individually as “Party.” RECITALS WHEREAS, the City is planning the construction of a park in the downtown area along the Poudre River, to be known as the Whitewater Park, funding for which the voters approved in 2015 as part of the City’s Community Capital Improvement Program (the “CCIP”); and WHEREAS, improvements constructed for the Whitewater Park will include world class whitewater features, park gathering places, river overlooks, fish passage and habitat improvements, stormwater improvements, street and sidewalk improvements, and various other related public improvements (the “Park Project”); and WHEREAS, in 2004, the Fort Collins City Council adopted Resolution 2004-152 approving the North College Avenue Urban Renewal Plan, which it subsequently amended in 2015 in Resolution 2015-106, (the “North College Plan”); and WHEREAS, the North College Plan was adopted to facilitate the elimination and prevention of blighted areas within the plan area identified in the Plan (the “Plan Area”) by promoting and assisting undertakings and activities within the Plan Area involving the development, redevelopment and rehabilitation of Plan Area properties as part of a single urban renewal project (the “North College Project”); and WHEREAS, the Authority’s Board of Commissioners (the “Board”) has reviewed the Park Project and identified several benefits it will provide to the North College Project as contemplated in the North College Plan, which benefits include, without limitation: (i) improvements to portions of Vine Drive in the Plan Area (“Vine Drive Improvements”), (ii) stormwater improvements that will remove several developable properties in the Plan Area from the floodway and reduce the likelihood that College Avenue in the Plan Area will overtop during a flood, and (iii) improvements that will improve connectivity between the Plan Area and downtown Fort Collins (collectively, the “Park Project Benefits”); and WHEREAS, in consideration of the Park Project Benefits, the Board has adopted Authority Resolution No. 84 approving this Agreement and appropriating $300,000 to be paid to the City to help fund the Vine Drive Improvements, which are estimated to cost approximately $513,000; and 1 Packet Pg. 43 Attachment: Exhibit A (6564 : URA-Whitewater Park RESO) EXHIBIT A WHEREAS, the City Council has also approved this Agreement in its Resolution 2018- 013; and WHEREAS, the City and the Authority are authorized to enter into this Agreement to cooperate in the funding and construction of the Park Project pursuant to C.R.S. § 29-1-203 and the Colorado Urban Renewal Law, including, without limitation, C.R.S. § 31-25-112, and the City is further authorized to do so under City Charter Article II, Section 16. NOW, THEREFORE, in consideration of the promises contained herein and other good and valuable consideration, the receipt and adequacy of which the Parties hereby acknowledge, the Parties agree as follows: 1. The Authority’s Obligation. The Authority agrees to pay the City three hundred thousand dollars ($300,000) within sixty (60) days after the City enters into the construction contract with the general contractor it retains for the Park Project and provided such contract includes the construction of the Vine Drive Improvements and the other improvements that will provide the Park Project Benefits. 2. TABOR. The Parties understand and acknowledge that the Authority is not subject to the Taxpayer’s Bill of Rights in Article X, Section 20 of the Colorado Constitution. The Parties therefore intend that the Authority’s debt obligation in Section 1 above is a binding obligation enforceable by the City at law and in equity as provided in Section 3 below and such enforcement is not contingent upon the future appropriation of funds by the Board. 3. Remedies Upon Default. Upon the failure of either Party to comply with any of its obligations contained herein (a “Default”), the non-defaulting Party shall provide written notice of the Default to the defaulting Party. Immediately upon receipt of such notice, the defaulting Party shall promptly cure such Default within thirty (30) days, or if not susceptible of cure within thirty (30) days, within such time as agreed upon by the non-defaulting Party for the cure of such Default. If the defaulting Party fails to cure or remedy the Default within the time period prescribed, the non-defaulting Party may protect and enforce any or all of its rights and the obligations of the defaulting Party under this Agreement by suit in equity or action at law, in Larimer County District Court, whether for the specific performance of any covenants or agreements in this Agreement or otherwise, or take any action authorized or permitted under applicable law, and may require and enforce the performance of all acts and things required to be performed hereunder by the other Party. Each and every remedy of either Party shall, to the extent permitted by law, be cumulative and shall be in addition to any other remedy given hereunder or now or hereafter existing at law or in equity. 4. Amendments. This Agreement may only be amended, changed, modified or altered in a writing signed by both Parties. 5. Implementing Agreements and Further Assurances. The Parties agree to execute such other documents, and take such other actions, as will be reasonably requested by the other Party to confirm or clarify the intent of the provisions hereof and to effectuate the agreements herein contained. 1 Packet Pg. 44 Attachment: Exhibit A (6564 : URA-Whitewater Park RESO) 6. Term; Termination. This Agreement shall remain in full force and effect until the Authority’s debt obligation under this Agreement is paid in full to the City. However, in the event the City does not enter into a construction contract with a general contractor for the Park Project by January 1, 2019, this Agreement shall terminate and both Parties shall be released from all remaining obligations under this Agreement. 7. No Third-Party Beneficiaries. No term or provision of this Agreement is intended to be for the benefit of any person, entity, association or organization not a party to this Agreement, and no such other person, entity, association or organization shall have any right or cause of action hereunder. 8. Applicable Law and Venue. This Agreement shall be governed by and construed under the laws of the State of Colorado and the venue for any judicial proceedings related to this Agreement shall be in Larimer County District Court. 9. Section Headings. The captions or headings herein are for convenience or reference only and shall in no way define or limit the scope or intent of any provision or section of this Agreement. IN WITNESS WHEREOF, the Parties have executed this Agreement as the date and year first above written. THE FORT COLLINS URBAN RENEWAL AUTHORITY By: __________________________________________ Darin A. Atteberry, Executive Director ATTESTED: APPROVED AS TO FORM: By: _________________________ By:______________________________ City Clerk Authority Legal Counsel Print Name: ___________________ Print Name: _______________________ THE CITY OF FORT COLLINS, COLORADO By: __________________________________________ Wade Troxell, Mayor ATTESTED: APPROVED AS TO FORM: By: _________________________ By: ______________________________ 1 Packet Pg. 45 Attachment: Exhibit A (6564 : URA-Whitewater Park RESO) City Clerk Deputy City Attorney Print Name: ___________________ Print Name: _______________________ 1 Packet Pg. 46 Attachment: Exhibit A (6564 : URA-Whitewater Park RESO) $9,555,400 $1,000,000 $1,000,000 $4,200,000 $1,500,000 $855,400 $1,000,000 Additional Funding Needed $733,667 $492,335 $300,000 $498,998 The City Manager recommendation is to support the above funding plan that includes $300,000 of URA funding. The next formal step for City Council will be a request to appropriate funds from the General Fund to complete stormwater optional features for the Project. This is scheduled for the April 17 Council meeting. CITY FINANCIAL IMPACTS The Project is a public improvement, and therefore tax-exempt, and does not generate property tax increment. The plan area funds for this project are derived from the increment generated from projects elsewhere in the plan area. The North College Plan Area has available cash funds of approximately $787K, which may be used for the Project and other area priorities. Staff judges the value of the Project to the North College Plan Area to be substantially greater than the requested funds. 2 Packet Pg. 8 Gol d e nH a r ve stLn Spring H ar v e s t L n Cornerstone Dr Technology Pkwy Cassiopeia Ln Gifford Ct Northern Lights Dr Ruff Way Steelhead St T i m b er w o o d Dr Cor n e rstone L n L eFe v er Dr Precisio n D r Coun cilTr e eA v e Sky Gazer Ln Ziegler Rd Strauss Cabin Rd E Harmony Rd Harmony Technology Park Metropolitan Districts 1 - 3 © Printed: March 13, 2018 District Boundaries District 1 District 2 District 3 ROW ATTACHMENT 1 11.1 Packet Pg. 90 Attachment: Location Map (6565 : Harmony Technology Park Metro Districts No. 1 and No. 3 Dissolution)