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HomeMy WebLinkAboutAgenda - Mail Packet - 8/23/2022 - Urban Renewal Authority (Ura) Meeting Agenda - August 24, 2022 (13)FORT LIJL IRS URBHH REDELEIAL RUTHORITS Regular Meeting 5:00 p.m. Thursday, August 25, 2022 Zoom Webinar link: https://zoom.us/j/98687657267 NOTICE: This meeting will be conducted remotely only via Zoom webinar. All board members will participate in this meeting via Zoom. Meetings are open to the public with participation for this meeting only available via Zoom. How to view this Meeting:: Meetings are available through 0 Q After the meeting, the meeting video the Zoom platform, will be available for streaming on electronically or by phone. Q the City of Fort Collins's website, fcgov.com/fctv Provide Comments:: During the public comment portion of the meeting and discussion items: The public can join the Zoom webinar and comment from the remote meeting, joining online or via phone. R R A R HrA RIR Join the online meeting using the link in this agenda to log in on an internet-enabled smartphone, laptop or computer with a speaker and microphone. Using earphones with a microphone will greatly improve audio experience. To be recognized to speak during public participation portions of the meeting, click the 'Raise Hand' button. Participate via phone using the call in number and meeting ID below: cCall in number: 346-248-7799 Meeting ID: 986 8765 7267 During public participation opportunities in the meeting, press *9 to indicate a desire to speak. Email comments about any item on the agenda to cfrickey©fcgov.com Upon request, the City of Fort Collins will provide language access services for individuals who have limited English proficiency, or auxiliary aids and services for individuals with disabilities, to access City services, programs and activities. Contact 970.221.6575 (V/TDD: Dial 777 for Relay Colorado) for assistance. Please provide 48 hours advance notice when possible. A solicitud, la Ciudad de Fort Collins proporcionara servicios de acceso a idiomas para personas que no dominan el idioma ingles, o ayudas y servicios auxiliares para personas con discapacidad, para que puedan acceder a los servicios, programers y actividades de la Ciudad. Para asistencia, Ilame al 970.227.6515 (V/TDD: Marque 777 para Relay Colorado). Por favor proporcione 48 horas de aviso previo cuando sea posible. Documents to Share: If anyone wishes to speak to a document or presentation, email those materials to the URA at cfrickey©a fcgovcom no later than 3 p.m. the day of the meeting. FORT COLLIfIS Urban Renewal Authority Regular Meeting Agenda August 25, 2022 at 5:00 PM Jeni Arndt, Chair Joe Wise, Vice -chair Susan Gutowsky Julie Pignataro Tricia Canonico Shirley Peel Kelly Ohlson Emily Francis Kristin Stephens Kristen Draper Andy Smith Caitlin Quander Brownstein Hyatt Farber Schreck Kelly DiMartino Executive Director via Zoom at https://zoom.us/j/98687657267 Recording available Friday, August 26 at 2pm on Cablecast on FCTV Channel 14 on Connexion Channel 14 and 881 on Comcast Anissa Hollingshead Secretary URBAN RENEWAL AUTHORITY BOARD MEETING 5:00 PM A) PLEDGE OF ALLEGIANCE B) CALL MEETING TO ORDER C) ROLL CALL D) AGENDA REVIEW Executive Director's Review of Agenda. E) PUBLIC PARTICIPATION PUBLIC PARTICIPATION FOLLOW-UP COMMISSIONER REPORTS H) DISCUSSION ITEMS The method of debate for discussion items is as follows: F) G) • Chair introduces the item number and subject; asks if formal presentation will be made by staff • Staff and/or Applicant presentation (optional) • Chair requests public comment on the item (three minute limit for each person) • Board questions of staff on the item • Board motion on the item • Board discussion • Final Board comments • Board vote on the item City of Fort Collins Page 1 of 2 1 Note: Time limits for individual agenda items may be revised, at the discretion of the Chair, to ensure all have an opportunity to speak. 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 for the July 28, 2022 Urban Renewal Authority Board Meeting. The purpose of this item is to approve the minutes of the July 28, 2022 Urban Renewal Authority Board meeting. 2. Resolution No. 122 Approving the Appropriation of Funds for Appraisal Services and Special Legal Counsel. The purpose of this item is to consider an appropriation to support potentially acquiring property in the North College Plan Area. During a workshop series in 2019, community members identified the former Albertsons site at 1636 North College Avenue as a prime location for a community hub, a library branch, affordable housing, and a workforce development center. A Real Estate Investment Trust (REIT) currently owns 1636 North College Avenue and has a favorable lease for the property. This lease expires in 2030 which means the likelihood of the former Albertsons site redeveloping or housing needed community amenities is low. On July 28, 2022, the Authority Board considered an item that permitted the following related to the former Albertsons site: 1. Conducting a commercial real estate appraisal for the three properties; 2. Discussing funding options with City staff and the City Council Finance Committee; and 3. Begin discussions with the property owners about the Authority potentially acquiring the properties. This item proposes an appropriation of $31,000 to conduct the commercial real estate appraisal and retain legal counsel that specializes in eminent domain proceedings. This appropriation will have minimal impact on the Authority's finances and will permit staff to works towards completing the three tasks highlighted above. I) OTHER BUSINESS J) ADJOURNMENT Upon request, the City of Fort Collins will provide language access services for individuals who have limited English proficiency, or auxiliary aids and services for individuals with disabilities, to access City services, programs and activities. Contact 970.221.6515 (V/TDD: Dial 711 for Relay Colorado) for assistance. Please provide 48 hours advance notice when possible. A peticion, la Ciudad de Fort Collins proporcionara servicios de acceso a idiomas para personas que no dominan el idioma ingles, o ayudas y servicios auxiliares para personas con discapacidad, para que puedan acceder a los servicios, programas y actividades de la Ciudad. Para asistencia, Ilame al 970.221.6515 (V/TDD: Marque 711 para Relay Colorado). Por favor proporcione 48 horas de aviso previo cuando sea posible. City of Fort Collins Page 2 of 2 2 Section H, Item 1. AGENDA ITEM SUMMARY Urban Renewal Authority August 25, 2022 coiuos p URBRR REREUJRL AUTHORITY STAFF Clay Frickey, Redevelopment Program Manager SUBJECT Consideration and Approval of the Minutes for the July 28, 2022 Urban Renewal Authority Board Meeting. EXECUTIVE SUMMARY The purpose of this item is to approve the minutes of the July 28, 2022 Urban Renewal Authority Board meeting. ATTACHMENTS 1. July 28, 2022 3 URBAN RENEWAL AUTHORITY BOARD July 28, 2022 5:00 PM • ROLL CALL PRESENT: Wise, Pignataro, Francis, Peel, Draper, Ohlson, Canonico, Smith ABSENT: Gutowsky (Excused), Arndt (Excused), Stephens (Excused) • AGENDA REVIEW Vice Chair Wise outlined the public participation options. Executive Director Birks stated there were no changes to the published agenda. Section H, Item 1. • PUBLIC PARTICIPATION - No public in attendance. • COMMISSIONER REPORTS 1. Consideration and Approval of the Minutes for the May 26, 2022 Urban Renewal Authority Board Meeting. (Adopted) The purpose of this item is to approve the minutes of the May 26, 2022 Urban Renewal Authority Board meeting. Commissioner Francis made a motion, seconded by Commissioner Peel, to approve the minutes of the May 26, 2022 meeting. RESULT: MINUTES ADOPTED [UNANIMOUS] MOVER: Emily Francis SECONDER: Shirley Peel AYES: Wise, Pignataro, Francis, Peel, Draper, Ohlson, Canonico EXCUSED: Arndt, Gutowksy, Stephens ABSTAIN: Smith 2. North College Properly Aquisition. (Adopted) The purpose of this item is to consider three activities related to potentially acquiring property in the North College Plan Area: 1. Begin negotiations for acquiring the Albertsons site and two adjoining buildings; 2. Discuss funding options with City staff and the Council Finance Committee; and 3. Conduct a commercial real estate appraisal of the Albertsons site and two adjoining buildings. Clay Frickey, Redevelopment Program Manager, stated this item is related to three buildings located in the Country Club Corners subdivision at the southeast corner of Willox and College. He discussed the history of the property and noted the Albertson's that previously occupied the largest building closed in 2014 and the site has been vacant since; however, the property owner is in a long-term lease that runs through 2030. He showed photos of the property and reviewed the ownership and sales amounts of the buildings. Frickey stated several retailers have sought to sublease the property; however, nothing has come to fruition and covenants, conditions, and restrictions prevent anything that might compete with a grocer from locating within the site. Frickey discussed the alignment of acquiring the property with the goals and strategic plan of the URA. He stated staff is seeking authorization to begin negotiations for acquiring the Albertson's City of Fort Collins Page 452 site and two adjoining buildings, to discuss funding options with City staff and the Council F Committee, and to conduct commercial real estate appraisals of the three buildings. Section H, Item 1. Caitlin Quander, legal counsel, noted eminent domain could potentially be discussed in the future if purchase negotiations are unsuccessful as the Urban Renewal Authority does have statutory condemnation powers. Commissioner Smith requested some history on how the property was identified for possible purchase. Frickey replied the property was frequently discussed as part of the public outreach for the North College investment plan. Additionally, the North Fort Collins Business Association has been inquiring about the property for several years. He stated staff has been unsuccessful in hearing back from the property owner regarding placing a new tenant in the building. Vice Chair Wise noted the current property owner continues to receive rent from Safeway. Commissioner Draper asked if the purchase of the property would solely utilize URA funds or if the City would be involved. Frickey replied the City has loaned money to the URA in the past and those include an intergovernmental loan interest rate. Commissioner Ohlson opposed each of the three items that are part of this issue. He commented on the public opinion of eminent domain. Ms. Quander noted it is legally required for a government entity to pay fair market value for a property under eminent domain. He stated he does not believe this priority would rise above others and stated he does not believe the photos of the property show blight. Additionally, he stated he believes the URA put the Albertson's out of business as it aided in providing funding for the King Soopers development. He questioned how much money the URA has available for such a purchase. Vice Chair Wise asked if this is solely focused on a purchase of the buildings or if it could involve the URA participating in a purchase by some other entity, such as the City. Frickey replied the URA is forecasted to have $20 million in unpledged tax increment by the end of the plan area's TIF collection period in 2030; therefore, based on the recent purchase prices of the three buildings, it would be possible for the TIF dollars to cover the purchase. He stated conversations would need to be held with City officials regarding a possible partnership purchase. Additionally, Frickey noted a public purpose to acquiring the property would need to be shown in an eminent domain process. Ms. Quander clarified no recommendation on this issue from staff or legal counsel has been provided; however, the site continues to be suggested for a possible community center and it seems time for the Board to consider the possibility or move on to provide clear answers to the public. Commissioner Francis expressed support for each of the three items that are part of this issue and stated there is no harm in exploring a possible purchase. She stated she cannot think of project that is better in line with the URA's strategic plan and vision. Additionally, she noted this property is seen as an eyesore in the neighborhood and community members in the area need increased access to a better quality of life. Commissioner Pignataro commented on the parking lot of the buildings not being safe and stated if the area is not already blighted, it will be soon if nothing is done. She also expressed support for each of the three items that are part of this issue and asked if this first step is solely exploratory. Frickey replied in the affirmative. Ms. Quander stated this would be a first step toward starting City of Fort Collins Page 453 5 good faith negotiations, exploring financing options, and conducting an appraisal. She note will be multiple opportunities for discussion and votes in the future. Section H, Item 1. Commissioner Peel asked if other projects have been identified in the area that would utilize part of the estimated $20 million in TIF revenue. Frickey replied projects were identified as part of the community investment plan, including the community center, stormwater improvements, and other items to help create a more vibrant community. Commissioner Peel stated she would like to see a library branch or community center in the location and would therefore support moving forward. Commissioner Draper concurred the area is blighted, and the parking lot attracts individuals experiencing homelessness. She questioned why the URA would purchase the building stating it would make more sense for the City to purchase the building and for the URA to develop the community center. Frickey replied that could be an option and staff is currently seeking approval from the Board to explore options. Executive Director Birks stated the URA is in a unique role to at least catalyze and advance the conversation around the property regardless of whether it purchases it. Councilmember Ohlson stated he is supportive of community centers and libraries but noted there is already a shortfall in the City's budget. He stated it would be helpful for staff to provide a listing of other projects for the area and associated costs. Additionally, he requested information as to why the North Atzlan Center is not functioning as a community center and whether the Parks and Recreation Master Plan shows a recreation center in the North College area. Commissioner Francis clarified the community center and programming that is desired is different from a recreation center. Frickey stated he will provide the Board with the updated forecast for the North College plan area. Commissioner Canonico expressed support for moving forward with exploring options. Commissioner Smith stated the question of blight in the area is technically solved by the initial blight study. Ms. Quander concurred. Commissioner Smith asked if it would be prudent to update the blight study to show existing conditions. Ms. Quander replied it could be done at the Board's discretion; however, it is not legally required for moving forward on this issue. Commissioner Smith commented on the movement of blight in the North College area. He requested information regarding how much tax increment the King Soopers development has created. He expressed support for moving forward with exploring options for the property. Vice Chair Wise stated he would be more comfortable if this item included beginning discussions rather than negotiations. He stated an appraisal should occur prior to any negotiations. Ms. Quander stated the motion could be worded at the discretion of the Board. Commissioner Ohlson questioned whether items two and three need to occur at this point. Frickey replied that would be at the discretion of the Board. City of Fort Collins Page 454 6 Section H, Item 1. Commissioner Ohlson requested information as to what public dollars went into the King Soopers project. He also questioned whether the URA plan area could be renewed beyond 2030. Ms. Quander replied urban renewal plans are only authorized for 25 years and cannot be extended; however, a new plan could be approved in the future for the same area. Commissioner Francis made a motion, seconded by Commissioner Smith, to approve the three items presented by staff and changing the word `negotiations' to `discussions.' Commissioner Ohlson stated he would support the motion. RESULT: MOTION ADOPTED [UNANIMOUS] MOVER: Emily Francis SECONDER: Andy Smith AYES: Wise, Francis, Peel, Draper, Ohlson, Smith, Canonico EXCUSED: Arndt, Gutowsky, Stephens, Pignataro (left the meeting early) • OTHER BUSINESS A. Consider entering into an Executive Session to discuss potential acquisition of the former Albertsons property. (Secretary's Note: This motion was not considered.) • ADJOURNMENT The meeting adjourned at 6:18 PM. Vice -Chair ATTEST: Secretary City of Fort Collins Page 455 Section H, Item 2. AGENDA ITEM SUMMARY Urban Renewal Authority August 25, 2022 cou FOmsRT URBHR REREUJHI HUTHORITU STAFF Clay Frickey, Redevelopment Program Manager SUBJECT Resolution No. 122 Approving the Appropriation of Funds for Appraisal Services and Special Legal Counsel. EXECUTIVE SUMMARY The purpose of this item is to consider an appropriation to support potentially acquiring property in the North College Plan Area. During a workshop series in 2019, community members identified the former Albertsons site at 1636 North College Avenue as a prime location for a community hub, a library branch, affordable housing, and a workforce development center. A Real Estate Investment Trust (REIT) currently owns 1636 North College Avenue and has a favorable lease for the property. This lease expires in 2030 which means the likelihood of the former Albertsons site redeveloping or housing needed community amenities is low. On July 28, 2022, the Authority Board considered an item that permitted the following related to the former Albertsons site: 1. Conducting a commercial real estate appraisal for the three properties; 2. Discussing funding options with City staff and the City Council Finance Committee; and 3. Begin discussions with the property owners about the Authority potentially acquiring the properties. This item proposes an appropriation of $31,000 to conduct the commercial real estate appraisal and retain legal counsel that specializes in eminent domain proceedings. This appropriation will have minimal impact on the Authority's finances and will permit staff to works towards completing the three tasks highlighted above. STAFF RECOMMENDATION Staff recommends adoption of the Resolution. BACKGROUND / DISCUSSION The North College Urban Renewal Plan Area will generate tax increment revenue until 2029. Staff collaborated with Institute for the Built Environment (IBE) and The Family Center/La Familia (TFC/LF) on a series of public workshops in 2019 asking the North College community how they would like to see the Urban Renewal Authority (URA) invest its money in the North College plan area over the next 10 years. IBE produced a report summarizing this outreach that the Authority Board considered in August 2020. A recurring theme during this engagement process was a desire to revive the former Albertsons site at 1636 North College Avenue. Community members and business owners agreed that the vacant 8 Section H, Item 2. Albertsons hinders the Authority's ability to achieve its goals. Workshop participants had ma for desirable land uses in the old Albertsons including a community hub, a library branch, affordable housing, and a workforce development center. On July 28, 2022, staff presented the idea of acquiring the Albertsons site and adjoining buildings to the Authority Board. The Authority Board approved the following: 1. Conducting a commercial real estate appraisal for the three properties; 2. Discussing funding options with city staff and the Council Finance Committee; and 3. Begin discussions with the property owners about the Authority potentially acquiring the properties. To continue this work, staff will require the assistance of technical experts. Staff will need an appraiser to determine the value of each property and dedicated legal counsel in the event the Authority uses its eminent domain powers to acquire the former Albertsons site. These services will require appropriation of additional funds. Property Overview The site in question contains three buildings: the former Albertsons and two inline buildings attached to the former Albertsons. Each has a distinct history and are in various states of occupancy currently. The table below provides an overview of each property. Address Most Recent Tenant Current Owner Most Recent Sales Price 1630 N College$795,000 H&R Block Maria's Braiding JT Enterprises LLC Estes Park, CO (2019) ( ) 1636 N College Albertsons Realty Income Corporation San Diego, CA $8,665,557 (2010) 1642 N College Sparks Overland College Country Club LLC Northglenn, CO $2 800,000 (2017) Real Estate Investment Trust (REIT) Overview The current owner of the former Albertsons building is Realty Income Corporation, which is a REIT. REITs own and manage real estate portfolios that investors buy into like a mutual fund. REITs pass along their earnings to investors in the form of dividends. Given this structure, the main goal of REITs is to earn increasing returns for their investors. REITs are also often publicly traded on stock exchanges. Realty Income Corporation trades as "0" on the New York Stock Exchange. Albertsons entered a 20-year lease with a REIT in 2010. When Realty Income Corporation purchased VEREIT in 2021, the previous owner of the Albertsons building, Realty Income Corporation inherited the lease. Commercial lease rates peaked around 2010. The current Albertsons lease is above market, and they continue to make lease payments to the REIT. This has made finding a sublessee difficult. Per their website, Realty Income Corporation specializes in triple net lease properties. A triple net lease, or NNN, is where the lessee pays all expenses on the property, including taxes, insurance, and maintenance. Staff believes this is the variety of lease Albertsons has for 1636 N College. Since the lease is above market and the lease pays for all expenses for the property, the REIT is likely not motivated to consider other lease or development arrangements for the site. Commercial Real Estate Appraisal A full commercial real estate appraisal will help the Authority understand the value of all three properties. These appraisals will form the basis of any offers the Authority makes to purchase the properties. The Authority's on -call appraisal has provided a draft scope of work for completing a commercial real estate appraisal of all three properties. The total cost of this work as scoped is $16,000. 9 Legal Services Section H, Item 2. The appropriation for legal services would allow the Authority to obtain specific legal counsel for eminent domain proceedings. Eminent domain follows a specific process with several requirements to acquire property via eminent domain. Legal counsel with specific experience with eminent domain proceedings will help ensure the Authority's success if the Authority ends up exercising its power of eminent domain. It is difficult to estimate the cost of eminent domain proceedings since each project is unique. It is also possible that the property owner accepts the Authority's initial offer for purchase and there is no need for using eminent domain. As such, staff proposes appropriating enough money to begin discussions with the property owners and set the stage for eminent domain, if needed. In this initial phase of engagement with eminent domain legal counsel, staff proposes an appropriation of $15,000 which will allow legal counsel to serve in a consulting role early in real estate discussions and ensure the Authority is set up for success if it wants or needs to pursue eminent domain. After completing this phase of the acquisition process, staff would bring forward another appropriation for subsequent phases of the acquisition process as needed. This process aligns with the preference of the Authority Board to have opportunities for the Authority to exit the process for whatever reason it sees fit. BOARD / COMMISSION / COMMITTEE RECOMMENDATION Staff presented the appropriation to the URA Finance Committee on August 11. The Finance Committee recommended bringing the appropriation to the URA Board for consideration in August. AUTHORITY FINANCIAL IMPACTS The North College plan area is generating surplus tax increment revenue every year. The plan area has $2.2 million net available cash currently. The revenue forecast shows the plan area generating $1.4 million in net proceeds in 2022, meaning the North College plan area will have $3.6 million cash on hand by the end of the year. This appropriation would have a minimal impact on the financial health of the North College plan area. Acquiring the three properties could require a substantial percentage of the Authority's unpledged tax increment revenue. The revenue forecast shows the Authority having roughly $20 million of unpledged tax increment by 2030. ATTACHMENTS 1. Resolution No. 122 for Consideration 2. Scope of Appraisal 3. North College Revenue Forecast 4. Powerpoint Presentation 10 Section H, Item 2. RESOLUTION NO. 122 OF THE BOARD OF COMMISSIONERS OF THE FORT COLLINS URBAN RENEWAL AUTHORITY APPROVING THE APPROPRIATION OF FUNDS FOR APPRAISAL SERVICES AND SPECIAL LEGAL COUNSEL WHEREAS, the Fort Collins Urban Renewal Authority (the "Authority") was established in 1982 under and in accordance with the Colorado Revised Statutes ("C.R.S.") § 31-25-101, et seq. (the "Urban Renewal Law"); and WHEREAS, the City Council of the City of Fort Collins, Colorado, by Resolution No. 2004-152 approved and adopted on December 21, 2004, the "North College Urban Renewal Plan" as an urban renewal plan under the Urban Renewal Law for the area described therein (the "North College Plan Area"); and WHEREAS, based on community feedback, the Authority is exploring the potential acquisition of several properties located at 1636 N. College Ave. and needs to have a commercial appraisal conducted to better understand the potential value of each property and to serve as a basis for discussions with the property owners; and WHEREAS, the Authority also needs special legal counsel advice related to discussions with property owners and other notice and statutory compliance requirements, understanding that there is the potential that the Authority may consider authorizing the use of eminent domain to acquire one or more of these properties in the future; and WHEREAS, pursuant to the Authority's Bylaws, the Authority follows the purchasing policies of the City of Fort Collins; and WHEREAS, Authority staff estimate that the total costs for completing the commercial real estate appraisal using the Authority's on -call appraiser is $16,000 and the maximum legal fees associated with non -litigation related advisement are $15,000, and have requested an appropriation of funds by the Authority; and WHEREAS, at its August 11, 2022 meeting, the Authority Finance Committee reviewed this request and recommended approval by the Authority; and WHEREAS, the Board of the Authority has determined that it is in the best interests of the Authority that these next exploratory steps related to a potential acquisition be undertaken. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE FORT COLLINS URBAN RENEWAL AUTHORITY: Section 1. The foregoing Recitals are incorporated herein by this reference. Section 2. There is hereby appropriated for expenditure from the Authority's unappropriated and unencumbered fund balance related to the North College Plan Area the sum 1 24576733.1 11 Section H, Item 2. of THIRTY-ONE THOUSAND DOLLARS AND NO/100 ($31,000.00) to be expended for the appraisal and special counsel legal services. Section 3. The Board hereby authorizes Authority staff to negotiate and enter into the proposed contracts related to these services. Section 4. This Resolution shall be effective upon approval by the Authority. Passed and adopted at a regular meeting of the Board of Commissioners of the City of Fort Collins Urban Renewal Authority this 25th day of August, A.D. 2022. ATTEST: Secretary Chair 24576733.1 2 12 ATTACH Section H, Item 2. VALUATION & ADVISORY SERVICES Proposal and Contract for Services CBRE June 3, 2022 Clay Frickey Redevelopment Program Manager FORT COLLINS URBAN RENEWAL AUTHORITY 222 Laporte Ave Fort Collins, CO 80521 Phone: 970-416-2517 Email: cfrickey@fcgov.com RE: Assignment Agreement I CB22US069100 Retail 3 Properties — Multiple Locations CBRE, Inc. 3003 East Harmony Road, Ste 300 Fort Collins, CO 80528 www.cbre.us/valuation Jon Vaughan Director Dear Mr. Frickey: We are pleased to submit this proposal and our Terms and Conditions for this assignment. PROPOSAL SPECIFICATIONS Purpose: Premise: Rights Appraised: Intended Use: Intended User: Reliance: To estimate the Market Value of the referenced real estate As Is Fee Simple and Leased Fee Acquisition/Disposition/Exchange Due Diligence The intended user is FORT COLLINS URBAN RENEWAL AUTHORITY ("Client"), and such other parties and entities (if any) expressly recognized by CBRE as "Intended Users" (as further defined herein). Reliance on any reports produced by CBRE under this Agreement is extended solely to parties and entities expressly acknowledged in a signed writing by CBRE as Intended Users of the respective reports, provided that any conditions to such acknowledgement required by CBRE or hereunder have been satisfied. Parties or entities other than Intended Users who obtain a copy of the report or any portion thereof (including Client if it is not named as an Intended User), whether as a result of its direct dissemination or by any other means, may not rely upon any opinions or conclusions contained in the report or such portions thereof, and CBRE will not be responsible for any unpermitted use of the report, its conclusions or contents or have any liability in connection therewith. 13 VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL Section H, Item 2. Assignment Agreement I CB«�,,.,�, Page 2 of 9 June 3, 2022 Scope of Inspection: Valuation Approaches: Report Type: Appraisal Standards: Appraisal Fee: Expenses: Retainer: Payment Terms: Delivery Instructions: Delivery Schedule: Preliminary Value: Draft Report: Final Report: Start Date: Acceptance Date: A full interior and exterior inspection of the property will be conducted and arranged with the property contact and performed by CBRE Valuations. If this expected property inspection is not possible due to unforeseen issues (such as lack of on -site personnel cooperation, physical obstructions, or appraiser/property contact health and safety concerns), the client will be promptly advised. The client may continue this assignment based on other inspection options agreed upon by CBRE and client or provide CBRE with a written notice to cancel. If CBRE determines that a credible appraisal result cannot be achieved due to inspection limitations, it will promptly provide the client with a written cancellation of this assignment. All appropriate approaches to value will be considered. Standard Appraisal Report USPAP and Uniform Relocation Act $15,000. If cancelled by either party before a completion, the fee will be based on CBRE's hourly rates for the time expended; plus actual expenses. Fee includes all associated expenses A retainer is not required for this assignment. Final payment is due upon delivery of the final report or within thirty (30) days of your receipt of the draft report, whichever is sooner. The full appraisal fee is considered earned upon delivery of the draft report. We will invoice you for the assignment in its entirety at the completion of the assignment. CBRE encourages our clients to join in our environmental sustainability efforts by accepting an electronic copy of the report. An Adobe PDF file via email will be delivered to cfrickey@fcgov.com. The client has requested 0 bound final copy (ies). Not Required 75 days after the Start Date 3 business days after receipt of review comments The appraisal process will start upon receipt of your signed agreement and the property specific data. These specifications are subject to modification if this proposal is not accepted within 5 business days from the date of this letter. When executed and delivered by all parties, this letter, together with the Terms and Conditions and the Specific Property Data Request attached hereto and incorporated herein, will serve as the www.cbre.us/valuation CB VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL Section H, Item 2. Assignment Agreement Page 3 of 9 June 3, 2022 Agreement for appraisal services by and between CBRE and Client. Each person signing below represents that it is authorized to enter into this Agreement and to bind the respective parties, including all intended users, hereto. We appreciate this opportunity to be of service to you on this assignment. If you have additional questions, please contact us. Sincerely, CBRE, Inc. Valuation & Advisory Services Jodi Vaughan Director As Agent for CBRE, Inc. T 970 372 3872 jon.Vaughan@cbre.com www.cbre.us/valuation CB VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL Section H, Item 2. Assignment Agreement CBLGIJJVIJ/ i VV Page 4of9 June 3, 2022 PROPERTY NAM PROPERTY LOCATION EPORT TYP APPRAISAL FEES Country Club Corners 1630 N College Ave, Standard Appraisal Fort Collins, CO 80524 $4,500.00 Country Club Corners 1636 N College Ave, Eminent Domain Fort Collins, CO 80524 Appraisal $6,000.00 Country Club Corners 1642 N College Ave, Standard Appraisal $4,500.00 Fort Collins, CO 80524 Assignment Total: $15,000.00 www.cbre.us/valuation CB VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL AUTH Assignment Agreement 1 CB22US0L„ Page 5 of 9 June 3, 2022 Section H, Item 2. AGREED AND ACCEPTED FOR FORT COLLINS URBAN RENEWAL AUTHORITY ("CLIENT"): Signature Clay Frickey Date Redevelopment Program Manager Name Title 970-416-2517 cfrickey@fcgov.com Phone Number E-Mail Address ADDITIONAL OPTIONAL SERVICE Assessment & Consulting Services: CBRE's Assessment & Consulting Services group has the capability of providing a wide array of solution -oriented due diligence services in the form of property condition and environmental site assessment reports and other necessary due diligence service (seismic risk analysis, zoning compliance service, construction risk management, annual inspections, etc.). Initial below if you desire CBRE to contact you to discuss a proposal for any part or the full complement of consulting services, or you may reach out to us at ACSProt,osals(cbre.com. We will route your request to the appropriate manager. For more information, please visit ,vww.cbre.com/assessment. Revised May 4, 2020 17 VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL AUTH Assignment Agreement I CB22US0u, .,., Page 6 of 9 June 3, 2022 Section H, Item 2. TERMS AND CONDITIONS 1. The Terms and Conditions herein are part of an agreement for appraisal services (the "Agreement") between CBRE, Inc. (the "Appraiser") and the client signing this Agreement, and for whom the appraisal services will be performed (the "Client"), and shall be deemed a part of such Agreement as though set forth in full therein. The Agreement shall be governed by the laws of the state where the appraisal office is located for the Appraiser executing this Agreement. 2. Client shall be responsible for the payment of all fees stipulated in the Agreement. Payment of the appraisal fee and preparation of an appraisal report (the "Appraisal Report, or the "report") are not contingent upon any predetermined value or on an action or event resulting from the analyses, opinions, conclusions, or use of the Appraisal Report. Final payment is due as provided in the Proposal Specifications Section of this Agreement. If a draft report is requested, the fee is considered earned upon delivery of the draft report. It is understood that the Client may cancel this assignment in writing at any time prior to delivery of the completed report. In such event, the Client is obligated only for the hourly rate of the time and expenses incurred (including travel expenses to and from the job site), with a minimum charge of $500. Additional copies of the Appraisal Reports are available at a cost of $250 per original color copy and $100 per photocopy (black and white), plus shipping fees of $30 per report. 3. If Appraiser is subpoenaed or ordered to give testimony, produce documents or information, or otherwise required or requested by Client or a third party to participate in meetings, phone calls, conferences, litigation or other legal proceedings (including preparation for such proceedings) because of, connected with or in any way pertaining to this engagement, the Appraisal Report, the Appraiser's expertise, or the Property, Client shall pay Appraiser's additional costs and expenses, including but not limited to Appraiser's attorneys' fees, and additional time incurred by Appraiser based on Appraiser's then -prevailing hourly rates and related fees. Such charges include and pertain to, but are not limited to, time spent in preparing for and providing court room testimony, depositions, travel time, mileage and related travel expenses, waiting time, document review and production, and preparation time (excluding preparation of the Appraisal Report), meeting participation, and Appraiser's other related commitment of time and expertise. Hourly charges and other fees for such participation will be provided upon request. In the event Client requests additional appraisal services beyond the scope and purpose stated in the Agreement, Client agrees to pay additional fees for such services and to reimburse related expenses, whether or not the completed report has been delivered to Client at the time of such request. 4. Appraiser shall have the right to terminate this Agreement at any time for cause effective immediately upon written notice to Client on the occurrence of fraud or the willful misconduct of Client, its employees or agents, or without cause upon 5 days written notice. 5. In the event Client fails to make payments when due then, from the date due until paid, the amount due and payable shall bear interest at the maximum rate permitted in the state where the office is located for the Appraiser executing the Agreement. In the event either party institutes legal action against the other to enforce its rights under this Agreement, the prevailing party shall be entitled to recover its reasonable attorney's fees and expenses. Each party waives the right to a trial by jury in any action arising under this Agreement. 6. Appraiser assumes there are no major or significant items or issues affecting the Property that would require the expertise of a professional building contractor, engineer, or environmental consultant for Appraiser to prepare a valid report. Client acknowledges that such additional expertise is not covered in the Appraisal fee and agrees that, if such additional expertise is required, it shall be provided by others at the discretion and direction of the Client, and solely at Client's additional cost and expense. 7. In the event of any dispute between Client and Appraiser relating to this Agreement, or Appraiser's or Client's performance hereunder, Appraiser and Client agree that such dispute shall be resolved by means of binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association, and judgment upon the award rendered by an arbitrator may be entered in any court of competent jurisdiction. Depositions may be taken and other discovery obtained during such arbitration proceedings to the same extent as authorized in civil judicial proceedings in the state where the office of the Appraiser executing this Agreement is located. The arbitrator shall be limited to awarding compensatory damages and shall have no authority to award punitive, exemplary or similar damages. The prevailing party in the arbitration proceeding shall be entitled to recover its expenses from the losing party, including costs of the arbitration proceeding, and reasonable attorney's fees. Client acknowledges that Appraiser is being retained hereunder as an independent contractor to perform the services described herein and nothing in this Agreement shall be deemed to create any other relationship between Revised May 4, 2020 18 VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL AUTH Assignment Agreement I CB22US0u, .,., Page 7 of 9 June 3, 2022 Section H, Item 2. Client and Appraiser. This engagement shall be deemed concluded and the services hereunder completed upon delivery to Client of the Appraisal Report discussed herein. 8. All statements of fact in the report which are used as the basis of the Appraiser's analyses, opinions, and conclusions will be true and correct to Appraiser's actual knowledge and belief. Appraiser does not make any representation or warranty, express or implied, as to the accuracy or completeness of the information or the condition of the Property furnished to Appraiser by Client or others. TO THE FULLEST EXTENT PERMITTED BY LAW, APPRAISER DISCLAIMS ANY GUARANTEE OR WARRANTY AS TO THE OPINIONS AND CONCLUSIONS PRESENTED ORALLY OR IN ANY APPRAISAL REPORT, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF FITNESS FOR ANY PARTICULAR PURPOSE EVEN IF KNOWN TO APPRAISER. Furthermore, the conclusions and any permitted reliance on and use of the Appraisal Report shall be subject to the assumptions, limitations, and qualifying statements contained in the report. 9. Appraiser shall have no responsibility for legal matters, including zoning, or questions of survey or title, soil or subsoil conditions, engineering, or other similar technical matters. The report will not constitute a survey of the Property analyzed. 10. Client shall provide Appraiser with such materials with respect to the assignment as are requested by Appraiser and in the possession or under the control of Client. Client shall provide Appraiser with sufficient access to the Property to be analyzed, and hereby grants permission for entry unless discussed in advance to the contrary. 11. The data gathered in the course of the assignment (except data furnished by Client) and the report prepared pursuant to the Agreement are, and will remain, the property of Appraiser. With respect to data provided by Client, Appraiser shall not violate the confidential nature of the Appraiser -Client relationship by improperly disclosing any proprietary information furnished to Appraiser. Notwithstanding the foregoing, Appraiser is authorized by Client to disclose all or any portion of the report and related data as may be required by statute, government regulation, legal process, or judicial decree, including to appropriate representatives of the Appraisal Institute if such disclosure is required to enable Appraiser to comply with the Bylaws and Regulations of such Institute as now or hereafter in effect. 12. Unless specifically noted, in preparing the Appraisal Report the Appraiser will not be considering the possible existence of asbestos, PCB transformers, or other toxic, hazardous, or contaminated substances and/or underground storage tanks (collectively, "Hazardous Material) on or affecting the Property, or the cost of encapsulation or removal thereof. Further, Client represents that there is no major or significant deferred maintenance of the Property that would require the expertise of a professional cost estimator or contractor. If such repairs are needed, the estimates are to be prepared by others, at Client's discretion and direction, and are not covered as part of the Appraisal fee. 13. In the event Client intends to use the Appraisal Report in connection with a tax matter, Client acknowledges that Appraiser provides no warranty, representation or prediction as to the outcome of such tax matter. Client understands and acknowledges that any relevant taxing authority (whether the Internal Revenue Service or any other federal, state or local taxing authority) may disagree with or reject the Appraisal Report or otherwise disagree with Client's tax position, and further understands and acknowledges that the taxing authority may seek to collect additional taxes, interest, penalties or fees from Client beyond what may be suggested by the Appraisal Report. Client agrees that Appraiser shall have no responsibility or liability to Client or any other party for any such taxes, interest, penalties or fees and that Client will not seek damages or other compensation from Appraiser relating to any such taxes, interest, penalties or fees imposed on Client, or for any attorneys' fees, costs or other expenses relating to Client's tax matters. 14. Appraiser shall have no liability with respect to any loss, damage, claim or expense incurred by or asserted against Client arising out of, based upon or resulting from Client's failure to provide accurate or complete information or documentation pertaining to an assignment ordered under or in connection with this Agreement, including Client's failure, or the failure of any of Client's agents, to provide a complete copy of the Appraisal Report to any third party. 15. LIMITATION OF LIABILITY. EXCEPT TO THE EXTENT ARISING FROM SECTION 16 BELOW, OR SECTION 17 IF APPLICABLE, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS AFFILIATE, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR CONTRACTORS BE LIABLE TO THE OTHER, WHETHER BASED IN CONTRACT, WARRANTY, INDEMNITY, NEGLIGENCE, STRICT LIABILITY OR OTHER TORT OR OTHERWISE, FOR ANY SPECIAL, CONSEQUENTIAL, PUNITIVE, INCIDENTAL OR INDIRECT DAMAGES, AND AGGREGATE DAMAGES IN CONNECTION WITH THIS AGREEMENT FOR EITHER PARTY (EXCLUDING THE OBLIGATION TO PAY THE FEES REQUIRED HEREUNDER) SHALL NOT EXCEED THE GREATER OF THE TOTAL FEES PAYABLE TO APPRAISER UNDER THIS AGREEMENT OR TEN THOUSAND DOLLARS ($10,000). THIS LIABILITY LIMITATION SHALL NOT APPLY IN THE EVENT OF A FINAL FINDING BY AN ARBITRATOR OR A COURT OF COMPETENT JURISDICTION THAT SUCH LIABILITY IS THE RESULT OF A PARTY'S FRAUD OR WILLFUL MISCONDUCT. Revised May 4, 2020 19 VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL AUTH Assignment Agreement I CB22USOL„ Page 8 of 9 June 3, 2022 Section H, Item 2. 16. Client shall not disseminate, distribute, make available or otherwise provide any Appraisal Report prepared hereunder to any third party (including without limitation, incorporating or referencing the Appraisal Report , in whole or in part, in any offering or other material intended for review by other parties) except to (i) any third party expressly acknowledged in a signed writing by Appraiser as an "Intended User" of the Appraisal Report provided that either Appraiser has received an acceptable release from such third party with respect to such Appraisal Report or Client provides acceptable indemnity protections to Appraiser against any claims resulting from the distribution of the Appraisal Report to such third party, (ii) any third party service provider (including rating agencies and auditors) using the Appraisal Report in the course of providing services for the sole benefit of an Intended User, or (iii) as required by statute, government regulation, legal process, or judicial decree. In the event Appraiser consents, in writing, to Client incorporating or referencing the Appraisal Report in any offering or other materials intended for review by other parties, Client shall not distribute, file, or otherwise make such materials available to any such parties unless and until Client has provided Appraiser with complete copies of such materials and Appraiser has approved all such materials in writing. Client shall not modify any such materials once approved by Appraiser. In the absence of satisfying the conditions of this paragraph with respect to a party who is not designated as an Intended User, in no event shall the receipt of an Appraisal Report by such party extend any right to the party to use and rely on such report, and Appraiser shall have no liability for such unauthorized use and reliance on any Appraisal Report. In the event Client breaches the provisions of this paragraph, Client shall indemnify, defend and hold Appraiser, and its affiliates and their officers, directors, employees, contractors, agents and other representatives (Appraiser and each of the foregoing an "Indemnified Party" and collectively the "Indemnified Parties"), fully harmless from and against all losses, liabilities, damages and expenses (collectively, "Damages") claimed against, sustained or incurred by any Indemnified Party arising out of or in connection with such breach, regardless of any negligence on the part of any Indemnified Party in preparing the Appraisal Report. 17. Furthermore, Client shall indemnify, defend and hold each of the Indemnified Parties harmless from and against any Damages in connection with (i) any transaction contemplated by this Agreement or in connection with the appraisal or the engagement of or performance of services by any Indemnified Party hereunder, (ii) any Damages claimed by any user or recipient of the Appraisal Report, whether or not an Intended User, (iii) any actual or alleged untrue statement of a material fact, or the actual or alleged failure to state a material fact necessary to make a statement not misleading in light of the circumstances under which it was made with respect to all information furnished to any Indemnified Party or made available to a prospective party to a transaction, or (iv) an actual or alleged violation of applicable law by an Intended User (including, without limitation, securities laws) or the negligent or intentional acts or omissions of an Intended User (including the failure to perform any duty imposed by law); and will reimburse each Indemnified Party for all reasonable fees and expenses (including fees and expenses of counsel) (collectively, "Expenses") as incurred in connection with investigating, preparing, pursuing or defending any threatened or pending claim, action, proceeding or investigation (collectively, "Proceedings") arising therefrom, and regardless of whether such Indemnified Party is a formal party to such Proceeding. Client agrees not to enter into any waiver, release or settlement of any Proceeding (whether or not any Indemnified Party is a formal party to such Proceeding) without the prior written consent of Appraiser (which consent will not be unreasonably withheld or delayed) unless such waiver, release or settlement includes an unconditional release of each Indemnified Party from all liability arising out of such Proceeding. 18. Time Period for Legal Action. Unless the time period is shorter under applicable law, except in connection with paragraphs 16 and 17 above, Appraiser and Client agree that any legal action or lawsuit by one party against the other party or its affiliates, officers, directors, employees, contractors, agents, or other representatives, whether based in contract, warranty, indemnity, negligence, strict liability or other tort or otherwise, relating to (a) this Agreement or the Appraisal Report, (b) any services or appraisals under this Agreement or (c) any acts or conduct relating to such services or appraisals, shall be filed within two (2) years from the date of delivery to Client of the Appraisal Report to which the claims or causes of action in the legal action or lawsuit relate. The time period stated in this section shall not be extended by any incapacity of a party or any delay in the discovery or accrual of the underlying claims, causes of action or damages. Revised May 4, 2020 20 VALUATION & ADVISORY SERVICES FORT COLLINS URBAN RENEWAL AUTH Assignment Agreement I CB22US0L,. .,,,, Page 9 of 9 June 3, 2022 Section H, Item 2. SPECIFIC PROPERTY DATA REQUEST In order to complete this assignment under the terms outlined, CBRE, Inc., Valuation & Advisory Services, will require the following specific information for the property: 1. PLEASE NOTIFY US IMMEDIATELY IF ANY OTHER CBRE SERVICE LINE (INCLUDING CAPSTONE) IS INVOLVED IN THE BROKERAGE, FINANCING, INVESTMENT OR MANAGEMENT OF THIS ASSET. 2. Current title report or title holder name 3. Legal description 4. Survey and/or plat map 5. Site plan for the existing development 6. Building plans and specifications, including square footage for all buildings and suites 7. Current county property tax assessment or tax bill 8. Details on any sale, contract, or listing of the property within the past three years 9. Engineering studies, soil tests or environmental assessments 10. Ground lease, if applicable 11. Details regarding the development costs, including land cost, if developed within the past three years 12. Three-year and YTD property income and expenses 13. Current year property income and expense budget 14. Detailed occupancy report for the past three years and current YTD 15. Expense reimbursement schedule on a tenant -by -tenant basis 16. Historical sales volumes for all tenants subject to percentage rent 17. Complete copies or abstracts of all lease agreements and a current rent roll 18. Details regarding any pending changes to the rent roll or pertinent information regarding the current/future status of the tenants 19. Details regarding the lease rates/terms and marketing activity for any vacant suites 20. Details regarding any tenant improvement allowances and free rent provided for all leases pending or signed over the prior 12 months 21. Details regarding capital expenditures made within the last 12 months, or scheduled for the next 12 months 22. Any previous market/demand studies or appraisals 23. Name and telephone number of property contact for physical inspection and additional information needed during the appraisal process 24. Any other information that might be helpful in valuing this property If any of the requested data and information is not available, CBRE, Inc., reserves the right to extend the delivery date by the amount of time it takes to receive the requested information or make other arrangements. Please have the requested information delivered to the following: Jon Vaughan Director jon.Vaughan@cbre.com CBRE, Inc. 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