HomeMy WebLinkAbout2012-081-09/04/2012-APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND THE FORT COLLINS DOWNT RESOLUTION 2012-081
OF THE COUNCIL OF THE CITY OF FORT COLLINS
APPROVING AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE CITY OF
FORT COLLINS AND THE FORT COLLINS DOWNTOWN DEVELOPMENT
AUTHORITY GOVERNING THE USE OF A LINE OF CREDIT
WHEREAS, on April 21, 1981, the City Council adopted Ordinance No. 046, 1981,
establishing The Fort Collins, Colorado Downtown Development Authority("DDA"); and
WHEREAS,the DDA has been duly organized in accordance with the Colorado Revised
Statutes 31-25-801, et seq.; and
WHEREAS, the DDA's Plan of Development was approved by the City Council on
September 8, 1981, and established the purpose of the DDA and the types of projects in which
the DDA would participate; and
WHEREAS, the Board of Directors of the DDA has recommended to the City Council
through the adoption of Resolution 2012-02, the establishment of a revolving line of credit for
a six year period in the amount of One Million Dollars($1,000,000)annually("Line of Credit"),
with such other terms and conditions as are set forth in the financing documents, a copy of which
are on file in the office of the City Clerk and available for public inspection (the "LOC
Documents"), to finance DDA projects and programs in accordance with its approved Plan of
Development, the Downtown Plan and the Downtown Strategic Plan; and
WHEREAS,the establishment of the Line of Credit for such purpose would be financially
beneficial for the DDA and the community as a whole; and
WHEREAS, the City is authorized to enter into intergovernmental agreements, such as
a grant agreement,to provide any function, service or facility,under Article II, Section 16 of the
Charter of the City of Fort Collins and Section 29-1-203, C.R.S.; and
WHEREAS, the City desires to enter into an intergovernmental agreement between the
City and the DDA regarding the establishment of the Line of Credit and governing its use in the
form attached hereto and incorporated herein as Exhibit A (the "IGA").
NOW, THEREFORE, BE IT RESOLVED BY COUNCIL OF THE CITY OF FORT
COLLINS that the Mayor is hereby authorized to execute the IGA on behalf of the City, in
substantially the form contained in Exhibit A attached hereto and incorporated herein by this
reference,subject to such modifications and additions as maybe deemed necessary or appropriate
by the City Manager, in consultation with the City Attorney, in order to protect the interests of
the City or to further the purposes of the Agreement or this Resolution.
Passed and adopted at a regular meeting of the Council of the City of Fort Collins this 4th
day of September A.D. 2012.
May r
�OF F
ATTEST: J,�
City Clerk O'•.`0
EXHIBIT A
INTERGOVERNMENTAL AGREEMENT
GOVERNING A LINE OF CREDIT FOR FINANCING
DOWNTOWN DEVELOPMENT AUTHORITY
PROJECTS AND PROGRAMS
This INTERGOVERNMENTAL AGREEMENT ("IGA") is entered into this day
of 2012, by and between THE FORT COLLINS, COLOR-ADO
DOWNTOWN DEVELOPMENT AUTHORITY, a body corporate and politic (the "DDA") and
THE CITY OF FORT COLLINS, COLORADO, a Colorado municipal corporation (the "City").
WITNESSETH:
WHEREAS, the Authority has been created pursuant to the provisions of Title 31, Article
25, part 8, Colorado Revised Statutes, and Chapter 2, Article IV, Division 1 of the City Code
("DDA Statute"); and
WHEREAS, the DDA Statute has declared that the organization of downtown
development authorities will serve a public use; promote the health, safety, prosperity, security,
and general welfare of the inhabitants thereof and of the people of this state; will halt or prevent
deterioration of property values or structures within central business districts; halt or prevent the
growth of blighted areas within such district, and assist municipalities in the development and
redevelopment of downtowns and in the overall planning to restore or provide for the
continuance of the health thereof; and
WHEREAS, the Authority provides an invaluable service to the City by promoting the
health, safety, prosperity, security and general welfare of those living and working within its
boundaries; and
WHEREAS, pursuant to C.R.S. §31-25-808(1)(0, the Authority is empowered to enter
into contracts with governmental agencies and public bodies in furtherance of the statutory
mission of the Authority; and
WHEREAS, Article II, Section 16 of the City Charter empowers the City Council of the
City, by ordinance or resolution, to enter into contracts with other governmental bodies to furnish
governmental services and make charges for such services or enter into cooperative or joint
activities with other governmental bodies; and
WHEREAS, the primary means of financing DDA projects and programs is through the
use of property tax increment collected within the DDA boundaries and C.R.S. §31-25-
807(3)(a)(II) requires that the City incur some form of debt in order to finance such projects and
programs using property tax increment revenues collected within the DDA boundaries; and
WHEREAS, a line of credit established by the City with a financial institution meets the
requirements.of C.R.S. §31-25-807(3)(a)(II) and the costs and interest associated with such a line
of credit are much lower that would be the case with other types of financing; and
1
WHEREAS, it is in the best interests of both the DDA and the City to reduce financing
costs of DDA projects in order to preserve the maximum amount of property tax increment
revenues for DDA projects and activities within its boundaries; and
WHEREAS, the parties desire to enter into this IGA in order to establish a line of credit
to finance certain DDA projects and to define the process for use of such line of credit.
NOW, THEREFORE, in consideration of the mutual covenants and promises of the
parties as hereafter provided and other good and valuable consideration, the receipt and adequacy
of which is hereby acknowledged, the parties agree as follows:
1. TERM.
The term of this IGA shall be for a period of six (6) years, commencing on
2012 and terminating on December 31 2018 ("Term") unless earlier terminated by mutual
agreement.
2. LINE OF CREDIT.
Attached hereto as Exhibits A-1 and A-2 and incorporated herein by reference, are copies
of the Promissory Note and Agreement from the City to First National Bank of Omaha ("First
National Bank") and the Governmental Certificate from the City to First National Bank
(collectively, the "LOC Documents") which establish an annual revolving line of credit,
renewable each fiscal year of the Term for the benefit of the City on behalf of the Downtown
Development Authority and which, in addition to other terms and conditions for its use, provides
for an annual credit amount of One Million Dollars ($1,000,000) (the "Line of Credit'). The
City Council on 2012 adopted Ordinance No, 2012 on second reading
approving the LOC Documents and authorizing the Chief Financial Officer, to execute the LOC
Documents. The City shall execute the LOC Documents and shall take such other actions as
may be necessary to have the Line of Credit available for draw no later than 2012.
3. REQUIREMENTS FOR DRAWS ON LINE OF CREDIT.
With the exception of draws on the Line of Credit in 2012, approvals for which are
authorized concurrently with approval of the IGA in this IGA, any other draw on the Line of
Credit by the City during the Term shall be in accordance with all of the following requirements:
3.1 The DDA Board shall annually adopt a resolution approving its budget and shall
adopt a resolution recommending the City Council of the City appropriate DDA monies to fund
the DDA budget; and
3.2 The City Council of the City shall annually approve the DDA budget and by
ordinance appropriate funds therefore, including funds for debt service for the Line of Credit and
expenditure of the Line of Credit proceeds, as applicable; and
3.3 Any draw on the Line of Credit shall only be used to pay the costs of DDA
projects approved in the annual DDA budget and for which funds have been appropriated by the
City; and
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3.4 1 The sequence of steps and supporting documentation required to draw on the Line
of Credit are defined in Attachment A; and
3.5 Prior .to any draw on the Line of Credit, the DDA Executive Director shall
determine and report to the City's Chief Financial Officer the current level of total debt that has
at that time been issued under the existing voter authorization for DDA debt and further shall
verify and report to the City's Chief Financial Officer that there are sufficient available tax
increment monies in the DDA Tax Increment Fund to replenish the Line of Credit in the amount
of the draw and the interest cost. The City's Chief Financial Officer shall review such
information as reported, and shall make no draw on the Line of Credit in excess of such available
debt authorization or such available tax increment monies; and
3.6 The City's Chief Financial Officer shall have the authority to request any draw on
the Line of Credit consistent with the LOC Documents, upon written request by the DDA's
Executive Director; and
3.7 Upon receipt of funds from FNB, the city's Chief Financial Officer shall cause
the proceeds from the related Line of Credit Draw to be available to the DDA; and
3.8 At the time of the draw request the City's Chief Financial Officer will setup and
initiate such action as is necessary to make payment within seven (7) working days of each draw
from the DDA Tax Increment Debt Service Fund to the Line of Credit to fully replenish the Line
of Credit to its One Million Dollars ($1,000,000) limit of available credit.
4. EARLY TERMINATION
In the event that for any reason the First National Bank Line of Credit is terminated, the
parties agree that they will work together in good faith to secure another line of credit that meets
the purposes of this IGA, subject to such City Council and DDA Board approval as may be
required. In such event, any such new letter of credit shall be subject to the provisions of, but
shall not require an amendment to, this IGA.
5. NOTICE.
All notices to be given to parties hereunder shall be in writing and shall be sent by
certified mail to the addresses specified below:
DDA: Downtown Development Authority
Attn: Executive Director
19 Old Town Square, Suite 230
Fort Collins, CO 80524
3
With a copy to: Lucia A. Liley, Esq.
Liley, Rogers & Martell, LLC
300 South Howes Street
Fort Collins, CO 80521
CITY: City of Fort Collins
Attn: Chief Financial Officer
215 North Manson Street
Fort Collins, CO 80524
With a copy to: City of Fort Collins
Attn: City Attorney
300 LaPorte Avenue
Fort Collins. CO 80521
5. THIRD PARTY BENEFICIARIES.
This IGA shall not be construed as or deemed to be an agreement for the benefit of any
third party or parties, and no third party or parties shall have any right of action hereunder for
any cause whatsoever.
6. GOVERNING LAW/SEVERABILITY.
The laws of the State of Colorado shall govern the construction, interpretation, execution
and enforcement of this IGA. In the event any provision of this IGA shall be held invalid or
unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render
unenforceable any other provision of this IGA.
IN WITNESS WHEREOF, the parties have executed this IGA the day and year first
above written.
CITY OF FORT COLLINS, COLORADO,
a Colorado municipal corporation
By:
Darin A. Atteberry, City Manager
ATTEST: APPROVED AS TO FORM:
City Clerk City Attorney
4
THE FORT COLLINS DOWNTOWN
DEVELOPMENT AUTHORITY, a body corporate
and politic
By:
Wynne Odell, Chairperson
ATTEST:
By:
Bill Sears, Secretary
5
EXHIBIT A-1
PROMISSORY NOTE
AND
AGREEMENT
Borrower: The City of Fort Collins,Colorado Lender: First National Bank of Omaha ,
218 N Mason St Branch 9004
Fort Collins,CO 60524 For W.Oak Street
Fort Coillru,CO 60521
Principal Amount: $1,000,000.00 Date of Note:
THIS pRoMISSORY'NOTE Date of
he Note got
orth show
r and
Lender Identified herein. Fort good andMva uaENTble considerthe )ation,Is tthe moolp!oftered Into ewhich Ictive s hereby acknowledged,df the parties hereby statee and ,
agree as follows:
PROMISE TO PAY. The City of Fort Collins,Colorado("Borrower)promises tolpay to First National Bank of Omaha, ("Lender'),or order,In
lawful money of the United Stable of America,the principal amount of One Million a 00Hg0 Dollars($1,000,000.00)or so much as May be
oustanding,together with Interest on the unpaid outstanding principal bale ce of each advance and any other fees and charges which may
be due. Interest shag be calculated from the date of each Advance until rep yment of each Advance. The maturity date of this Note shall be
Oaeember 31,2012; provided that the mabuty, date shall be automatically extended one(1)year for six(6) ccnsecuth,years ending
December 31,2018,so long as not Event of Default shall have occurred during the preceding year.
LINE OF CREDIT.Lender agren to make Advances to Bomonst from tkne to time here the date of this Note to the Expiration Date,pmvldad the
aggregate amount of such Advances outstanding at any time does of exceed the mvdmum amount of avanable under the Not& Borrower may borrow,
partiallyor wholly prepay,and reborrow under this Note.Advances under this credit facility,as well as directions for payment from BOrrowere accounts,
may be requested only or In writing by authorized persons. Lender may,but need not,require that all oral requests be on8rtned In writing. Each
Advance shall be condusIvey deemed to have been made at the request of and for the benefit of Borrower(1) when credited to any deposit account of
Bcoomer maintained with Lender or(2) when advanced In accordance with the instructions of an authorized person Lender,at its option,may set a
cutofitine,after which all requests for Advances will be treated as having been requested an the next succeeding Business Day.
sCONDITIONS hall be subject to theFNWlmentENT ttto L LendCH ers satisfaction f all of theVANCE. Undoes ponditiau sation to et forth In the Ne the[niffal oe and In the Reeled Documents.nce and each subsequent
under this Note
Loan Documents. Borrower shall provide to Lender the following documents for the Loan: (1) the Note; (2) together with all such Relate
Documents as Lender may require for the Loan;all In form and substance satisfactory to Lender and Lenders mumel
Payment of Fen and Expenses. Sorower shag have paid to Lender all fen,charges,and other expenses which are then due and payable as
specified in this Note or any Related Document
Representations and Warranties. The representations and warranties set forth In this Note,In the Related Documents,and In any document of
certificate delivered to Lender under the Note are true and correct
No Event of Default There shall not exist at the time of any Advance a ondidon which would constitute an Event of Default under this Male or
under any Related Document
Deposit of Tax Increment Funds. Tax Increment Funds or cash deposits of an amount In seems,of the reque"d Advance and any and all
outstanding and unpaid amounts of principal and interest due under this Note shag be held In a depository account maintained by the Bomover
ad/or the Downtown Development Authargy of the City of FL Conine,Colorado,maintained with Lender.
PAYMENT. Bonowerwill pay this loan In accordance with the following payment schedule:
Payment On December 31st each year during the term of this Note,Borrower shall pay all outstanding principal,interest and other fees
and expenses which may then be due and owing to Lender. In addition,Borrower will pay the principal amount of each Advance made
hereunder within seven(7)days of the data of the Advance Together with Interest accrued and outstanding on the Advance or any
finance charge on the Advance. Interest will accrue on each Advance at the Variable Interest Rae set forth below,provided that each
Advance shall be subject to a minimum finance charge of$260.00.
Unless otherwise agreed or required by applicable law,payments will be applied to any accrued unpaid Interest;then to prindpah then to all other
charges. Borrowerwlll pay Lender at Lenders address shown above or at such other place as Lender may designate In writing.
VARIABLE INTEREST RATE. The Interest rate on the Note is subject to change from arm to time band on changes In an index which b the U.S.
Prime Rate as published by the Wag Street Journal,currently determined by the base rate on corporate loans posted by at lout 70%of the nalon's 10
largest banks ghe Indon. The Index Is not necessarily the lowest rate charged by Lender on its loam and Is eel by Lender In Its sole discretion. lithe
Was e Index
r Me
current Index rate ecomes unavailable
p n Boermvrere reque the st The Interest rat of this loar, e change wir may ll not oar mnate a ore often than each er day Borrower undng Borrower. eder win tall erstands that Lends may
make Iowa based an other rates as well. The Index currently is 3.250%per annum. Interest on the unpaid principal balance of the Note will be
calculated as described in the INTEREST CALCULATION METHOD'paragraph using a rota equal to the Index,resulong in an Initial rate of 3.250%per
annum based on a year of 360 days. NOTICE Under no circumstances will the interest tale on this Note be more than(except for any higher default
rate shown below)the lesser of45.000%per annum or the maximum rate allowed by applicable law.
DiTEREST CALCULATION METHOD. Interest on this Note Is computed on a 3651360 basis;that Is,by applying the redo of the Interest rate
over a year of 360 days,multiplied by the outstanding principal balance,multiplied by the actual number o/days the principal balance Is
outstanding. All Interest payable under this Note is computed using this method.
PREPAYMENT. Borrower agrees that an loan fen and other prepaid finance charges are earned fully as of the date of the loan and will not be subject
to refund upon eery payment(whether voluntary or as a result of default),except as otherwise squired bylaw. Except er the fomg0N,SMMwer may
pay without penalty all or a portion of the amount owed earlier than it Is due. Early payments wN noh union agreed to
by Lender In writing,rage"
Borrower of Borrowers obligation to continue a make payments of accrued unpaid Interest Rather,early payments will reduce the principal balance
due. Borrower agrees not to send Lender payments marked'paid In fug','without recourse',or similar language. N Borrower"ends such a payment
Lender may accept 8 without losing any of Lenders rights under this Note,and Borrows will remain obligated to pay any further amount awed to
Lender. All written communications onoming disputed amounts,Including any check or other payment Instrument that Indicates that the payment
constitutes-payment In fuir of the amount owed or that Is tendered with other condition or limitations or as full satisfaction of a disputed amount must
be mailed or delivered to: First National Bank of Omaha,Branch CW 4,205 W.Oak Street,Fort Collins,CO 80521.
LATECHARGE N a payment is 10 days ormore late,Borrowerwill be charged 3.000%of the regularly scheduled payment or$25.00,whichever is
greater.
INTEREST AFTER DEFAULT. Upon default at Lenders option,and I permNed by applicable law,Lender may add any unpaid accrued interest to
principal and such sum wig bear Interest therefrom untg paid at the rate provided In this Note(Including my Increased rate). Upon default the Interest
rate on this Note shag be increased by adding an additional 6.000 percentage point margin('Deault Rate Margin*). The Default Rate Margin shag also
apply to each succeeding Interest tars change that would have applied had there been no default However,In no event will the Interest rate exceed the
mm mum Interest rate limitations under applicable law.
DEFAULT. Each of the following shall omtituts an event of default("Event of Default)under this Note:
Page 1 of 4
such doing as Lender may masonaby request
ERRORS AND OMISSIONS.Borrower agrees,B requested by Lander,to fully cooperate In the correction,It necessary,In the reasonable dieaatlon of
Lender of any and all ban owing documents so that all documents accurately describe the ban between Lender and Borrower. Bonowar agrees to
assume all costs Including byway of nustradon and not Imuation,actual expenses,legal few and marketing]own for failing to reasonably comply w th
Lander requests within thirty(30)days.
U.S.A.PATRIOT ACT.To help the government fight the funding of temortsm and money laundering activides,the USA PATRIOT Ad requires all barks
to obtain and verify the identity of each person or business that opens an account When Borrower opens an account Lender will ask Borrower for
information that will aaow Lander to property Identify Borrower and Lander will verily that Information. If Lander cannot property vent'Identity within 30
calendar days,Lander reserves the right to deem all of the balance and accrued interest due and payable Mmet latay.
SUCCESSOR INTERESTS. The tams of this Note shall be binding upon Borrovmr,and upon Borrowers successors and assigns,and shall Inure to the
benefit of Lender and he succassos and assigns.
GENERAL PROVISIONS. If any part of this Note cannot be enforced,this fad will not affect the rest of the Note. Lander may delay or forgo enforcing
any of its rights or remedles under this Note without losing them. Borrower and any other person who signs,guarantees or endorses this Note,to the
extent aflowed by law,waive presentment demand for payment and naive of dishonor. Upon any change In the terms of this Note,and unless
otherwise expressly slated in writing,no party who signs this Note,whether as maker,guaantor,accommodation maker or endorser,shag be released
from aabilly. All such parties agree that Lender may renew or extend(repeatedly and for any length of time)this[can or release any party or guarantor
or collateral;or mpeir,fall to realize upon or perfect Lenders security interest In the couamrak and take any other action deemed necessary by Lender
without the consent of or notice to anyone.All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other
than the party with whom the modification Is made. The obligations under this Note am joint and several.
MISCELLANEOUS PROVISIONS.The following miscellaneous provisions are``a part� of this Note:
Amendments. This Note,together with any Related Documents,wratmn� the entire understanding and agreement of the panics as to the
matters set forth In this Note. No alteration of or amendment to this Nola shall be offecti"unless given in writing and signed by the parry or paNes
sought to be charged or bound by the alteration or amendment
Non-Uability of Lender. The relationship between Borrower and Lender seated by this Nate Is strictly a debtor and creditor re[aflonship and not
fiduciary in nature,nor is the relationship to be construed as creating any parmerm1p.orjoint venture between Lender and Burrower. Borrower Is
exercising Borrowers own judgment with respect to Borrowers business. Ad Information supplied to Lender is for Lenders protection only and no
other party is entitled to rely on such Information. There Is no duty for Lander to review.Inspect,supervise or Inform Burrower of any matter with
respect to Borrowers business. Lender and Borrower Intend that Lender may reasonably rely on ad information supplied by Borrower to Lander,
together with all representations and warranties given by Borrower to Lender,without Investigation or confirmation by Lender and that any
invesfigadon or(allure to investigate will not diminish Lenders light to so rely.
Notice of Lenders Breach. Borrower must notify Lender In writing of any breach of this Note or the Related Documents by Lender and any other
clam,cause of action or offset against Lender whln thirty(30)days after the occurrenca of such breach or after the aarual of such claim,wusa of
action or offset Booawar waives any claim,cause of action or offset for which notice Is not given In accordance with this paragraph. Lender Is
entided to rely on any failure to give such notice.
Indemnification of Lander.To the extend permitted by law,Borrower agrees to indemnify,to defend and to save and hold Lander harmless from
any and an claims,suits,obligations,damages,tosses,costs and expenses(Including,without limitation.Lenders attorneys'fees),demands,
liabilities,penalties,fines and forfeitures of any nature whatsoever that may be asserted against or Incurred by Lender,Its officers,directors,
employees,and agents arising out of relating to,or in any manner occasioned by this Note and the exercise of the rights and remedies granted
Lender under this,as wall as by any failure of Borrower to perform any of Is Obligations hereunder. To the extent permitted by law,the foregoing
Indemnity provisions shall surdve the cancellation of this Note as to an matters arising or accruing prior to such cancellation and the foregoing
Indemnity shad survive In the event that Lender elects to exercise any of the manacles as provided under this Note following default hereunder.
Should any dam,action or proceeding be made or brought against Lender by reason of any event as to which Borrowers indemnification
obligations apply,then,upon Lenders demand,Borrower,to the extent penniued by law,at its sole cost and expense,shall defend such dam,
action or proceeding in Borrowers name,g necessary,by the attorneys for Sorrmen's Insurance carrier(d such chain,action or proceeding is
covered by Insurance),or otherwise by such attorneys as Lender shag approve. Lender may also engage its own attorneys at cis reasonable
discretion to defend Borrower,to the extent permitted by law,and to assist In is defense and Borrower agrees to pay the fees and disbursements
of such attorneys.
Counterparts. This Note may be executed in multiple counterparts,each of which,when so executed,shall be deemed an original,but all such
counterparts,taken together,shall constitute one and the same Note.
No Waiver by Lander. Lander shall not be deemed to have waived any rights under this Note unless such waiver Is given in writing and signed by
Lander. No delay or omission on the part of Lender in exorcising any right shall Operate as a waiver of such right or any other right A waiver by
Lander of a provision of this Note shag not prejudice or constitute a waiver of Landers right otherwise to demand strict compliance with that
provision or any other provision Of this Note. No prior waiver by Lender,nor any course of deaMg between Lender and Borrower,or between
Lender and any Grantor,shall consblute a waiver of any of Lenders rights or of any of Borrowers or any Grantors obligations as to any future
transactions. Whenever the consent Of Lender ts required,under this Note,the granting of such consent by Lender In any Instance shall not
constitute continuing consent to subsequent irstancea where such consent Is required and In encases such consent maybe granted orwithheld in
the sole discretion of Lender.
DEFINITIONS. The following capitalized words and terms shall have the fallowing meanings when used In this Note. Unless specifically staled to the
contrary,all references to dollar amounts shag mean amounts in lawful money of the United States of America. Words and tams used in the singular
shall include the plural,and the plural shall include the singular,as the context may require. Words and tams not otherwise defined In this Note shall
have the meanings attributed to such tams in the Uniform Commercial Code. Accounting words and terms not otherwise defined In this Note shag have
the meanings assigned to them h accordance with generally accepted accounting principles as In effect on the date of this Note:
Advance. The word'Advanca'means a dlsbursement Of Loan funds made,Or to be made,to Borrower or On Borrowers behalf on a Me o1 credit
or multiple advance basis under the tams and conditions of this Nate.
Borrower. The wod'Borower'means The City of Fort Collins.Colorado and includes all co-signers and co.makers signing the Nate and all their
successors and assigns.
GASB. The word'GASB'means Governmental Accounting Standards Board.
Lender.The word'Lender'moans Mrst National Bank of Omaha,its successors and assigns.
Related Documents. The words 'Related Documents' mean ail promissory notes, credit agreements, ban agraertrents, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust security deeds, collateral mortgages, and all other Instruments,
agreements and documents,whether now or hereafter existing,executed In connection with the Loan.
Page 3 of 4
PRIOR TO SIGNING THIS NOTE,BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE,INCLUDING THE VARIABLE
INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE.
BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.
BORROWER:
THE CITY OF FORT COLLINS,COLORADO
By
Name•
Title:Chief Financial Officer of The City of Fort Collins,
Colorado
LENDER:
FIRST NATIONAL BANK OF OMAHA
Todd Campbell,Vice President
WIIAOI�s�vausm 4lW,w�uYYrm.0 MMMew:ol 6u1„ONvam T,®XLe•M
Page 4 of 4
EXHIBIT A-3-
GOVERNMENTAL CERTIFICATE
Entity: The City of Fort Collins,Colorado Lender: First National Bank of Omaha
215 N Mason St Branch#004
Fort Collins,CO 80524 205 W.Oak Street
Fort Collins,CO 80521
1,THE UNDERSIGNED,DO HEREBY CERTIFY AND STATE UNDER PENALTY OF PERJURY THAT:
THE ENTITY'S EXISTENCE. The complete and correct name of the governmental entity is The City of Fort Collins, Colorado ("Entity'). The Entity
maintains an office at 215 N Mason St,Fort Collins,CO 80524.
CERTIFICATES ADOPTED. At a meeting of the appropriate governing body of the Entity, duly called and held on , at which a
quorum was present and voting, Ordinance No. I ,a copy of which is attached hereto and incorporated herein by this reference,was
duly adopted and approved, and the undersigned hereby certifies that said copy is.a true and correct copy of the original on file in office of the City of Ft.
Collins,Colorado.
OFFICIALS. The following named persons is an Officials of The City of Fort Collin,Colorado,authorized to act under said ordinance and the undersigned
hereby certifies that the following signatures of such officials are two and correct
NAMES TITLES AUTHORIZED ACTUAL SIGNATURES
Y X,
Y X
NOTICES TO LENDER. The Entity will promptly notify Lender in writing at Lender's address shown above (or such other addresses as Lender may
designate from time to time) prior to: (A)any change in the authorized signer(s); (B) change in the Entity's principal office address; or, (C) change in
any other aspect of the Entity that directly or indirectly relates to any agreements between the Entity and Lender.
CERTIFICATION CONCERNING OFFICIALS AND CERTIFICATES. The Officials named above is duly elected, appointed, or employed by or for the
Entity, as the case may be, and occupy the positions set opposite their respective names. This Certificate now stands of record on the books of the
Entity,-is in full farce and effect,and has not been modified or revoked in any manner whatsoever.
CONTINUING VALIDITY. This Certificate shall be continuing, shall remain in full force and effect and Lender may rely on it until written notice of its
revocation shall have been delivered to and received by Lender at Lender's address shown above (or such addresses as Lender may designate from
time to time). Any such notice shall not affect any of the Entity's agreements or commitments in effect at the time notice is given.
IN TESTIMONY WHEREOF, I have hereunto set my hand and attest that the signatures set opposite the names listed above is their genuine
signatures.
I have read all the provisions of this Certificate, and I certify that all statements and representations made in this Certificate are true and
correct. This Governmental Certificate Is dated ,2012.
CERTIFIED TO AND ATTESTED BY:
City Clerk,The City of Fort Collins,Colorado
STATE OF COLORADO )
)SS
COUNTY OF )
Subscribed and sworn to before me on this day of , 20 ,by as City Clerk of the
City of Ft.Collins,Colorado.
Witness my hand and official seal.
My commission expires:
Notary Public
D DA LOC Flowchart — Attachment A
1) Documents with Draw Request
(6) Loan Repayment within 7 Days
•Cash Flow Statement
•Warrant Bank (3) Loan
•Payment Schedule
*Detail of Projects tied to draw
request (2) Verify Cash Available
2) Included in step 2, City staff make LOC Draw Request
will setup, initiate, & record
transfers per steps 4,5,& 6
(1) LOC Draw Request
DDA (5) Loan Repayment with 7 Days City
(4) Cash
Downtown Development Authority Cash Flow Statement
ACTUAL ACTUAL Forecasl Forecast Forecast Forecast Forecast Forecast Forecast Forecast Forecast
Tex Year 2008 2009 20t1 2012 2013 2014 2015 2016 22UR 222E 22 M
Z� 2a13 2414 24]S Zg3§ 291i
Budget Vear 244@ 291g -
Fund Balance 4478364 3,157258 1.799.768 2,040,232 1.662,932 1.466.075 1,254,805 1,261f,099 1,267973 1,423,042 3,326,590
REVENUES 854'
Tax Increent 5,iB1,128 5,556,840 •4 49 292 4 9 492�2.9 �6397 A 033080 3' 1 'RIB
m '0/184/
22,49] - 30,603 29,101 29,122 34,507 37,713 41,209 46,249 108,114
Investment EemiMs 114.720 75.211
Debt Service Reserve 1250,000
2,514789 2,522,895 2,521,393 2,521413 2,674,288
TOTAL REVENUES 5295,847 Bital,859 3070,793 3,25408] 3,700,952 3,979,161
E)PENDMRES
283,3]3 282650 280,640 278,361 2/4,832 275,988 272,763
Civic Center Penang Lease 284.685 257,392
2004 Bond laws Debt 1.406.160 2,718,M)
2007 Bond 199a9 Debt 1.316.815 1,316,9m
2008 Bond Iswe Debt 3,5D4,813 3,791 892 -
2010 Bond Issue Debt 1,367,161 1,914,601 1,916,189 i812,813 1,839,713 1,830,64t 1828,]05 1,]9],105 1<24,g37
2010 Bond Issue
LirreotCredll 621,980 _ 702,660 531,150 531.150 557,150 Moil) 999,250
Prop292 300 300 300 300 300 300
Investment Servlce Charge 480 1,576 1,812 204
TOTAL ERPENDITURES 6614953 8,006,589 214326 2,g00,195 2,]28,250 2,]21,684 2,871895 3,059,919 3099,01fl 1,79],4D5 142523]
SUBTOTAL 3 15]258 1952529 2040232 1662932 1458n75 1254805 1257099 126]9]3 1423042 3326590 5881114
Cf
RESERVES
1,250." 1.250.000 1.250,1%f0 1,250,000 1.2w,000 1,250,000 1.250,000 1,250.000 1,250,000
141,467 140,468 139,331 13T,588 136,134 138,532 150 150 2,849
Committed
Assigned 3157.256 702529 648,785 272,466 66745 132761 131035 118558 172892 2076,440 5878485
TOTAL FUNDBALANCE 3157258 1952529 2040232 1254805 i25]099 12fi]973 1423002 3326590 5B81 it4
NOTES:
20108ond E12,500DOO bond-10 year-4.01% and&W%MInterest-Interest only U December 2012 SAMPLE
Gmwth Rate Tax year 2D11 payable in 2012 Provided by the County
Tex year 2012 through 2014,payable 2013 through 2015 Held constant to lax year 2011
Tax year 2015 through 2030,payable 2016 through 2031 Historical growth average of 5.9898%in Assessed Value
LEGEND LEGEND
'- -5 fsI�1�Y$YdlyetFfialS
RaaMctitid'Requimd'by_OraatWaatam Bankb s:.
'Commltrod'-Palley.Reserve aatablished by DDA Board Pra eeten,P`o art pTs ex;Reve
A»I -B etaty statue moat be used to a debt service
]AYM12
2011 TAX WARRANT 058 FORT COLLINS DOWNTOWN DEV. AUTH
Auth# AuthorityName AssessedValue Mill Levy Total Revenue URA Portion Entity Portion
06 POUDRE R-1 SCHOOL DISTRICT 2.404.389.862 52.2 125,509,151 1.247,443 124.261.708
0 LARIMER COUNTY 4.111.588,383 22.472 92.395,614 537,022 91858,592
026 POUDRE
1,792,038.777 9.797 17.556,604 468,245 17.088 359
0 CITY OF FORT COLLINS
054 HEALTH DISTRICT OF NORTHERN LARIMER CNN 2,484.023,210 2.924 5,413,730 40.207 5,273.523
059 FORT COLLINS G.I.D.NO.1 95.791,787 4.142 468.002 142,863 465.139
064 LARIMER COUNTY PEST CONTROL 3,295,791,787 0.140 468,000 2,860 465,130
095 BOXELDER SANITATION DISTRICT 157,462.525 0 0 0 0
110 EAST LARIMER COUNTY WATER DISTRICT 361,076.841 0 0 0 0
112 POUDRE RIVER PUBLIC LIBRARY DISTRICT 3,361876,243 3 3,888.498 71,692 7,011,539
117 NORTHERN COLORADO WATER CONS DISTRICT 3,888,498,243 1 3,888,498 23,897 3,864801
Auth# AuthorityName URA Base Value URA Total Value Excess Increment Mill Levy Revenue
008 POUDRE R-1 SCHOOL DISTRICT 39,045.225 62,942.600 23.897.375 52.2 1.247,443
006 POUDRE
R COUNTY 39,045,225 62.942,600 23.897,375 22.472 537.022
020 CITY RIMER COUNTY
COLLINS 78.090,450 125,885.200 47,794.750 9.797 468.245
786
054 HEALTH DISTRICT OF NORTHERN LARIMER CNN 46,523,062 74,997,198 23,897,375 2.924 40,207
059 FORT COLLINS G.I.D.NO.1 32.940,142 53,100,941 20,160.799 0.142 142.863
064 LARIMER COUNTY PEST CONTROL 32,617,574 54.219,643 21.602.069 0.142 2,863
095 BOXELDER SANITATION DISTRICT 3.865.426 6,231,235 1802,809 0 0
110 EAST LARIMER COUNTY WATER DISTRICT 9,045.226 2,942.605 3,897,375 0 0
112 POUDRE RIVER PUBLIC LIBRARY DISTRICT 39.045,225 62,942,600 23,897,375 3 23,892
117 NORTHERN COLORADO WATER CONS DISTRICT 39,045,225 62,942,600 23,897,375 1 23,897
O M N N s0 L` M N I;- L[1 Lf� CV
N J' b O. 10 Os ON In
O N C`h C\I DO �O CO .O sq 01
CO CO N
-- O N M IM
In d` _
N N
N
T
SAMPLE
12-31-2011 Page 3 of 7
2010 Bond Payment Schedule
Interest Principal Total Total for the Year
1-Jun-11 $463,713.21 $463,713.21
1-Dec-11 $333,580.25 $333,580.25 $797,293.46
1-Jun-12 $333,580.25 $333,580.25
1-Dec-12 $333,580.25 $700 000 00 $1 033 580 25 S1 367 160 50
1-Jun-13 $312,300.25 $312,300.25
1 Dec 13 $312,300.25 $1 290 000 00 $1 602 300 25 $1 914 600.50
1-Jun-14 $273,084.25 $273,084.25
1 Dec 14 $273,084.25 $1 370 000 00 $1 643 084 25 $1 916,168-50—
1-Jun-15 $231,436.25 $231,436.25
1-Dec-15 $231.436.25 $1,450.000.00 $1 681 436 25 $1 912 872 50
1-Jun-16 $187,356.25 $187,356.25
1 Dec 16 $187,356.25 $1 465 000 00 $1 652 356.25 $1 839 712.50
1-Jun-17 $142,820.25 $142,820.25
1 Dec 17 $142 820 25 $1 545 000 00 $1 687 820 25 $1 830 640.50
1-Jun-18 $95,852.25 $95,852.25
1 Dec 18 $95,852.25 $1 635 000 00 $1 730 852 25 $1 826 704.50
1-Jun-19 $61,052.25 $61,052.25
1 Dec 19 $61 052 25 $1 675 000 00 $1 736 052 25 $1 797 104 50_
1-Jun-20 $27,468.50 $27,468.50
1-Dec-20 $27,468.50 $1,370,000.00 $1 397 468.50 $1 424 937.00
$4,127,194.46 $12,500,000.00 $16,627,194.46 2010 Debt
$16,627,194.47
$4.127,194.46
$0.00
SAMPLE
2007 COPS
51.40% 34.18% 2.67% 11.75%
Total 215 N Mason Civie Center Parking Garage GID Golf
12 DDa,12 General
Year ci IDtem of Principal In Tota_I Princl9al IntersTotal P B lees 19t61 Principal Interest Tola
IJun 2007 - 1]15] 110,50q.3] 11050437 9]85.00 976500 39,060.00 39.N9.00
1-Dec 2007 325,500.94 325.500.94 ! 168,171.5] 166,
519.5/9.00 144,T78.83 720 357 83 385,421.00 96.278.17 48t 69917 120.000.00 ],527.00 127,527.00 120000.00 33,009.50 153.099.50
1Jun 2008 1.205.000.00 281683.50 1,408,683.50
5
88,839.54 68,839.54
1-0Dec, 2008 258,4V.00 258.427.00 1
133,592.96 133,59298 ,211.00 521100 30,]83.50 30.]83.50
-
1Jun 2009 1,355,000.00 258.427.00 1,513,427.00 `. 600.600.00 133,592.96 734,19296 399.400.00 80.839.54 488.239.54 150,00am 5.211.00 135,211.00 125,000.00 30,783.50 155,T0].50
1-Dec 2009 234.205.50 234.205.50 1 12$00138 iR200138 81.131.1E 8113112 2.702DD 270200 28,371.00 38,371.00
-
1Jtm 2010 1,150,00060 234,205.50 1,304,205.50 ! 540,540.00 122001.30 862,54130 : 350,480.00 01,131.12 44059112 140,000.00 2,702.00 142.702.00 -. 110,000.00 28,3]L00 138,371.00
010.50 212.010.50 111.580.96 111568.0 74.193.54 74193.54 - 26,248.00 26.248.00
1-Dec 2010 212, 130.000.00 28.240.00 158,248.00
1Jun 2011 1.105.000.00 212.0%50 1,407,010.50 839.639.00 111.568.06 ]51,2P/96 425,381.00 ]4,191.54 499,554.54
1-Dec 2011 18B,947.00 18B.947.00 ! 99.M,02 99.22392 65.984.00 65.98408 23,]39.00 23,]39.00
iJun 2012 1.245.000.00 186,947.00 1,433,947.00 668,60.00 99,223.92 765,88992 ! 443,334.00 65,984.05 509310.05 135,00000 23,73000 150,739.00
184910.50 1fi4,9ID.50 j 8535).27 86.3!rr T BT.427.73 57,427.73 21,133.50 21?33.50
1-Dec 2012 - 145,000.00 21,133.50 166,131.50
1Jun 2013 1.295.Dae 0 181918.50 1459,918.50 690690.00 80357.27 M.04727 ! 459.310.00 57,427.73 516,73]73 -
1-Dec 2013 139,925.00 139,925.00 T3,028.95 73.026.95 t 40.W1.05 48,56105 18,3 soo 18,335.00
14un 2014 1,340,000.00 139,925.90 14T9.925.00 % 711711.00 73.026.95 M.737.95 473,289.00 48,503.05 521,852.05 ti5.000.00 18,335.00 173,335.00
1-pec 2014 Hd,OW.W t14,08100 I 59,290.93 59,29093 39,42B.57 3942857 15,343.50 15,343.50
1Jua 2015 1,095,000.00 114.M.00 1,509,083.00 3 732,732.00 50.290.93 ]92.02293 j 40T,268.00 39,428.5) 52669657 1]5.00000 15,143.50 190,343.50
20fi,986.00
.30,024.30 30,024.30 11,908.00
1-Dec 2015 07,139.50 87.139.50 45.149.20 45.14920 11,9600
1.Jun 2016 1445.000.00 87,139.50 1,532,139.50 s 750.750.0D 45,149.20 79509920 490.250.00 30.024.30 52927430 t95,000.00 11,9fi8.00
1-Dec 2016 50,251.00 59,251.00 30.859.73 30.650.73 J 20,380.7] RD 380.T/ B,R0250 8202.50
iJun 2017 1.Ws'aanno 59,25160 1,564?51.00 :'. 781,783.00 3g65990 814,442D 521,217.00 20,308.P 541,6057] 200,000.00 8,202.50 208202.50
1-0e0 M17 30,204.50 30,204.50 I'. 15,MZ72 15,532.>2 ; 10,329.28 10,329.28 - 1,342.50 4,34T.50
1-Jun 2018 1,565.00a.o0 a0,201.50 1.595.204.50 a04,a4.00 15,533.T2 829,336.>2 .- 535,190.00 10,329T0 545.525.28 :-
225.".W 4,342.50 229.U2.59
14,595,090.00 3,989367.14 18,100,367.46 ),501;494.00 1.663,75BA4 9.36525244 4,988,506.00 1,239,402.50 6,227,903.50 390.000.00 33.118.00 423,119.00 1,715,090.00 449,985.50 2,164,988.50
- SAMPLE
2013 Line of Credit Draw
Amount
Project/Program to be Funded $500,000.00
Museum of Discovery
Old Town Square Maintenance Obligations- 2013 $64,000.00
Old Town Square Safety and Operational Obligations- 2013 $
10,000.00
DDA Warehouse Utilities and Maintenance Obligations- 2013 $
30,000.00
Lincoln Center Rent and Tech Grant $82,913.00
Project Management Fee
$14,997.00
$500.00
Annual Fee $250.00
Cost of Financing
$702,660.00
SAMPLE