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Home My WebLink About 15-41 Approving Second Amendment to Green Metro District Service Plan (Certified Copy)STATE OF COLORADO ) SS: COUNTY OF WELD ) CERTIFICATE OF AUTHENTICITY (2015 Firestone, Colorado Greens Metro District Second Amendment) I, Larissa Medina, Town Clerk, in and for said Town of Firestone, in the County of Weld, in the State aforesaid, do hereby certify that the attached is a true and correct copy of Resolution No. 1541, adopted by the Firestone Town Board of Trustees of the Town of Firestone, on the 12t" day of August, 2015. In witness whereof, I have hereunto set my hand and the seal of the Town of Firestone, this 13th day of August, 2015. Town Clerk a�3M > �� co TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF COLORADO IN RE THE SECOND AMENDMENT TO SERVICE PLAN FOR THE GREENS METROPOLITAN DISTRICT, IN THE TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF COLORADO RESOLUTION NO. w, RESOLUTION OF APPROVAL WHEREAS, by Resolution No. 02-41, adopted September 26, 2002, the Board of Trustees of the Town of Firestone, County of Weld, State of Colorado (the "Town"), approved the Service Plan for The Greens Metropolitan District (f/k/a Firestone Trails Metropolitan District); and WHEREAS, pursuant to the Special District Act, there has been filed witit the Town a proposed Second Amendment to Service Plan for The Greens Metropolitan District; and WHEREAS, pursuant to the provisions of Title 32, Article 1, Part 2, C.R.S., as amended, the Board of Trustees of the Town following due notice, held a public hearing on the proposed Second Amendment to Service Plan which was held on , 2015; and WHEREAS, the Board of Trustees has considered the Second Amendment to Service Plan and all other testimony and evidence presented at the hearing; and WHEREAS, based upon the testimony and evidence presented at the hearing, it appears that the Second Amendment to Service Plan for The Greens Metropolitan District should be approved by the Board of Trustees, subject to certain conditions set forth below, in accordance with Section 32-I-204.5(1)(c), C.R.S. THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: Section 1. That the Board of Trustees, as the governing body of the Town of Firestone, Colorado, does hereby determine, based on representations by and on behalf of The Greens Metropolitan District (the "District"), that all of the requirements of Title 32, Article 1, Part 2, C.R.S., as amended, relating to the filing the proposed Second Amendment to Service Plan for The Greens Metropolitan District have been fulfilled and that notice of the hearing was given in the time and manner required by the Town. Section 2. That, based on representations by and on behalf of the District, the Board of Trustees of the Town, has jurisdiction over the subject matter of the proposed Second Amendment to Service Plan pursuant to Title 32, Article 1, part 2, C.R.S., as amended. Section 3. That, pursuant to Section 32-1-207, C.R.S., Section 32-1-204.5, C.R.S., Section 32- 1-202(2), C.R.S., and Section 32-i-203 (2), C.R.S., the Board of Trustees of the Town of Firestone, Colorado, does hereby find and determine, based on the Service Plan, as amended by the Second Amendment to Service Alan, the representations by and on behalf of the District and other evidence presented at the public hearing, that: {00578200.1} Denver 11G1098.1 (a) There is sufficient existing and projected need for organized service in the areas to be serviced by the District; (b) The existing service in the areas to be served by the District is inadequate for present and projected needs; (c) The District is capable of providing economical and sufficient service to the area within its boundaries; (d) The area in the District has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis; and (e) The approval of the Second Amendment to Service Plan is in the best interests of the District. Section 4. That pursuant to Section 32-1-204.5(1)(c), C.R.S., the Board of Trustees hereby imposes the following conditions upon its approval of the Second Amendment to Service Plan: (a) At its first meeting after the effective date of this Resolution and in no event later than sixty days after such effective date, the Board of Directors of the District shall execute the Amended and Restated Intergovernmental Agreement with the Town ("IGA") in the form set forth in Exhibit G to the Second Amendment to Service Plan, or in form otherwise acceptable to the Town Attorney, and shall deliver the fully executed original of the Amended and Restated IGA to the Town. If any of the conditions of this Resolution are not met, the Town may revoke its approval of the Service Plan by subsequent resolution and/or pursue all legal and equitable remedies available to it for failure of compliance with such conditions of approval. Section 5. The Amended and Restated IGA referred to in Section 4(a), above, is hereby approved in essentially the same form as tine copy of such Amended and Restated IGA set forth in Exhibit G to the Second Amendment to Service Plan presented to the Town Board of Trustees at its public hearing on the Second Amendment to Service Plan. The Mayor and Town Clerk are hereby authorized to execute the Amended and Restated IGA on behalf of the Town provided the same has first been executed by the District, except that the Mayor is further authorized to negotiate and approve on behalf of the Town such revisions to the Amended and Restated IGA as the Mayor and Town Attorney determine are necessary or desirable for the protection of the Town, so long as the essential terms and conditions of the Amended and Restated IGA are not altered. Section 6. That the Second Amendment to Service Plan for The Greens Metropolitan District, as set forth in Exhibit A to this Resolution and dated ��, 2015, is hereby approved subject to the District paying all reasonable expenses of the Town, its attorneys and consultants, as well as the Town's reasonable processing fees, in connection with the modification of the Service Plan approved herein in accordance with § 32-1-204.5(1)(c)3 C.R.S. Section 7. That a certified copy of this Resolution be filed in the records of the Town of Firestone and submitted to the District. 2 Dcnvcr 1161098.1 RESOLVED, ADOPTED AND APPROVED thisIt day of , 2015. (SEAL) ATTEST: C"AA�� Larissa Medina Town Clerk TOWN OF FIRESTONE, COLORADO 1 Sorensen Mayor 3 Denver 1161098.1 ,: �. � � ,.. �,� � .I�i� il►i I� i�� i'� tali ;� �. r. .� .,, .. ,,., ., 4 i i 31OLUO 1 .,, 9 of ;1 , ,3 ZAV Lei ON t MA ' Greens Metropolitan District {the "District") amends and supersedes, only to the extent ` _ • . 1 :�� .� �. � � .. . .� �- • it . .. Plan") as amended by the First Amendment thereto approved by the Board of Trustees of the Town of Firestone, Colorado (the "Town") April 10, 2013 and confirmed by the Town by the First Amendment to the Service Plan (the "First Amendment") to confirm the name change of the District to The Greens Metropolitan District. The Town has jurisdiction to adopt a resolution of approval to approve this Second Amendment by virtue of Section 32-1-204.5 C.R.S., et seq. MSF Corporation ("MSP") is the owner of the property contained within the First Filing, except for one corporate owned lot and five lots owned by three individuals, excluding rights -of - way and tracts dedicated to the Town, and an affiliated entity, Summerfield Holdings, LLC ("Summer6e1d") is the owner of property within Filing No. 2 of the Saddleback FUD (collectively, the First Filing and Filing No. 2 are referred to herein as the "District Property"). Lavern and Karen Hamilton, the owners of the remainder of the property which is not District Properly and which was originally included within the boundaries of the District (the "Hamilton Property"), have sought the exclusion of the Hamilton Property from the boundaries of the District. Pursuant to Article III of the Service Plan, no changes in the boundaries of the District shall be made unless the prior written approval of the Town Board of Trustees has been obtained as part of a Service Plan modification, as provided therein. The purpose of the Second I Amendment is to set ford, in the Service Plan that the Tawn approves the exclusion of the Amendment is being submitted for approval to provide for the exclusion of the Hamilton Property, update the boundaries and financing plan for the District and obtain the necessary consent and approval of the Town to the exclusion of the Hamilton Property. This Second Amendment is proposed to: A. restate Article III (entitled, "Boundaries, Population &Valuation"}, incorporating an updated legal description of the District, attached hereto and incorporated herein as Exhibit A, an updated boundary map of the District, attached hereto and incorporated herein as Exhibit >�, as well as incorporating the District's Resolution and Order for Exclusion dated December 5, 2012 of the Hamilton Property (the "Exclusion Resolution") attached hereto and incorporated herein as Exhibit C so that the boundaries of the District are reduced to the District Property; m B. restate and amend portions of Article IV to reduce the regional contribution to the Town provided in Article V(c) and update Article IV(c) to reflect updated anticipated development; and C. amend Article N to add three new limitations; and D. restate and amend the following portions of Article V. replace Part a ("General"}, replace Part b ("Debt Issuance"), amend the title of Part c to read "Required Transfers of Capital 2 ("Other Financial Restrictions, Limitations and Requirements"), to reduce the debt limitation, improvements shall be constructed by, on behalf of or for the benefit of the constituents and property owners of the property remaining within the District's boundaries after the exclusion of the Hamilton Property; and F. replace the original Financial Plan of the Service Plan with the updated Financial Plan which provides for a new finance plan recognizing the exclusion of the Hamilton Property, attached hereto and incorporated herein as Exhibit E, which includes reduced capacity and limitations and expected bond issuances of the District that can be reasonably and feasibly defeased by the District Property; and G. replace the original Capital Plan of the Service Plan with the updated Capital Plan which provides for a new capital plan recognizing the cost of the improvements incurred on behalf of the District to date and the costs necessary to complete the improvements needed for the District after the exclusion of the Hamilton Property, attached hereto and incorporated herein as Exhibit D, which includes the costs incurred on behalf of the development and expected capital improvement costs needed for the District Property; and H. revise the date stated in Article VIII after which the Town shall have the right to require the District to dissolve. This Second Amendment is submitted pursuant to §§ 32-1-201, et seq., C.R.S., as • •: ,..•I s • t •• •• •� • ' o- • • t • • • • • •. • • i on November 21, 2002 pursuant to the requirements of the Special District Control Act. This original Service Plan as it is currently amended, except far only the following select sections, references and exhibits. The primary participating consultants for this Service Plan are hereby amended to the following: Developer: ASP Corporation a Colorado corporation 720 South Colorado Blvd, Suite 940 — North Tower Denver, CO 80246 (303) 39M804 (303) 3W3631 (fax) marcus a,mspcompanies.com District Accountant: L. Paul Goedecke, P.C. 950 Wadsworth Blvd, Suite 204 Lakewood, CO 80214 (303) 232-2866 District Counsel: Spencer Pane Britt &Browne LLP David Sean O'Leary, Esq. 17 )0 Lincoln Street, Suite 2000 Denver, CO 80203 (303) 839-3800 (3 13) 83M838 (fax) doleary(cx7,spencerfane.com '• a Roger Curtis, P.E. Northern Engineering Services, Inc. 200 South College Avenue, Suite 010 Fort Collins, CO 80521 970-568-5406 970-2214159 (fax) budna,northernengineering com within the boundaries of the Town, as more particularly set forth in the legal description attached On December 5, 2012, the Hoard of Directors of the District (the "Board") after proper public notice held a public hearing to consider a petition for exclusion of certain property located within the District's boundaries owned by Lavern and Karen Hamilton. The Hamiltons are the one hundred percent (100%) owners ofthat certain property requested for exclusion from the District representing approximately One Hundred acres (the "Hamilton Property"). The District's Board on December 5, 2012 approved a Resolution and Order of Exclusion of the Hamilton Property from the District's boundaries, subject to the District obtaining the written approval of the Town Board of Trustees (the "Exclusion Resolution"). Upon the exclusion of the Hamilton Property, the remainder of the property comprising the District Property will be developed for approximately one hundred nineteen (119) single family homes by MSP or its affiliates, heirs, successors or assigns (collectively the "Developer"). The population of the District at full build -out is estimated to be Two Hundred g Ninety-eight (298) people or 2.5 persons per single family equivalent unit. It is acknowledged seven Thousand, Seventy Dollars (5157,070). The total overlapping mill levy imposed upon the property within the District for tax collection year 2015 was Qne Hundred Fifty and Nine Hundred Six Thousandths of One (150.90b}mills. c. C6auQes in District Boundaries. The District shall be required to obtain written approval from the Town of a Service Plan modification prior to any inclusion or exclusion of property to or from the District, or any other change in its boundaries. Any such approval maybe granted or denied by resolution of the Board of Trustees, in its discretion. Any inclusion may be on the condition that all property in the District at the time of such inclusion remains in the District, and An such other conditions as the Town may impose. Any exclusion may be on the condition that there is no detriment to the remaining residents and taxpayers within the District, or to the District's bondholders, and on such other conditions as the Town may impose. No changes in the boundaries of the District shall be made, unless the prior written approval of the Board of Trustees has been obtained as part of a Service Plan modification, as provided herein. The Town by its approval of this Second Amendment to Service Plan approves the exclusion of the Hamilton Property from the boundaries of the District, as fiuther described in the Exclusion Resolution." 6 therein) within the boundaries of the District. The District is also authorized to finance park, recreation or other capital improvements of the Town that are identified by the Town and located outside of the District, as provided in Article V.c. below. With the exception of those public improvements specifically identified in and authorized by this Service Plan, the District shall not finance, construct, acquire or install any improvements outside the boundaries of the District unless: (1) such improvements are necessary to connect service for the District to the facilities of the Town or other entities involved in providing services to the District; and (2) such proposed improvements are approved in advance by resolution of the Board of Trustees." The original Service Plan approved by Resolution 0241 adopted by the Board of Trustees on September 26, 2002 estimated a total combined cost of public improvements for the District as Eight Million Nine Hundred Fifty-one Thousand Nine Hundred Twenty-seven Dollars and Forty-four Cents ($8,951,927.44). This total estimated cost of public improvements for the District formerly referenced in Article IV.a and Article V.a. is replaced with the updated Capital Plan attached hereto and incorporated herein as Exhibit ii, which includes the costs in its entirety: The Developer anficipates total build -out to occur in twa phases, with the construction of twenty-six (26) single-family residences in 2015, thirty-nine (39) single-family residences in 201b, and fifty-four (54} single-family residences in 2017, subject to final design and development approval by the Town. It is acknowledged by the Developer that Town development standards and requirements may affect the foregoing numbers of anticipated homes and the foregoing anticipated build -out schedule." The following language shall amend Article IV to add new Sections (1), (m), and (n) as follows: 4 61. ®ther Serviees. Unless such facilities and services are provided pursuant to an intergovernmental agreement with the Town, the District shall not be authorized to plan for, design, acquire, construct, install, relocate, redevelop, finance, operate, maintain or provide: (a) any television relay and translation facilities and services, other than for the trenching for and installation of conduit as a part of a construction project; (b) any mosquito control facilities and services; (c) modification of the Service Plan. The District shall not create any corporation to issue bands on the District's behalf. Subject to federal bankruptcy law, all of the limitations contained in this Service Plan, including, but not limited to, those pertaining to the maximum mill levy have been established under the authority of the Town to approve a Service Plan with conditions pursuant to Section 32-1-244.5, C.R.S. It is expressly intended that such limitations: (a) Shall not be subject to set -aside for any reason or by any court of competent jurisdiction, absent a Service Plan Amendment; and (b) Are, together with all other requirements of Colorado law, included in the "poliYieal or governmental powers" reserved to the State under the U.S. Bankruptcy Cade (I l U.S.C.) Section 903, and are also included in the "regulatory or electoral approval necessary under applicable nonbankruptcy law" as required for confirmation of a Chapter 9 Bankruptcy Plan under Bankruptcy node Section 943(b)(6). Any debt issued with a pledge or which results in a pledge that exceeds the maximum mili levy shall be deemed a material departure from this Service Plan pursuant to 0 local law to enjoin such actions of the District." � s , Plan in its entirety: The provision of improvements and facilities by the District will be financed through the issuance of general obligation bonds, developer bonds, or revenue bonds (the "District Bonds"), secured by the ad valorem taxing auhority of the District and other District revenues including revenue received from the Firestone Urban Renewal Authority ("FURA"), limited as discussed below. The Financing Plan anticipates the issuance of one or more series of District Bonds. The term of any District Bonds issued by the District shall not exceed thirty (30) years. The total estimated cost of the improvements exceeds the debt capacity of the District. The District has the capacity to issue District Bonds in the aggregate principal amount of approximately Four Million Dollars ($4,000,000). Accordingly, it is currently anticipated that the bond proceeds will be insufficient to allow for repayment of a portion of the capital infrastructure costs of the District, which will be contributed by the Developer or other sources; however, if the financing capability of the District changes and will permit repayment in the future (due to higher than anticipated assessed values, lower interest rates, greater sources of revenue to the District, or any other circumstance), the District may agree to repay the Developer for unreimbursed public infrastructure costs so long as the District has the capacity to make such payments without exceeding the debt limit or Mill Levy Limit provided in this Service Plan. Payments made to the Developer by the District are expected to be principally from Bond IQ • • • •f _ �•I I • • I I l •• • :• • • ! • j. .;._.' . 1. .,. '. ".. ".F 2 1 �..:-1 — - � 1 'f s_ 1.1 1`. •` " r.11 •" 1-�- are provided or made available to the District for funding of public improvements directly or indirectly constructed, financed, or benefitting the District constituents, those revenues may be utilized for financing public improvements consistent with the provisions of this Service Plan and applicable law." Article V, Section (b) of the Service Plan, entitled "Debt Issuance", shalt be replaced in its entirety with the following: The Aistrict may issue District bonds in one or more series after approval of the Second Amendment and completion and Conditional Acceptance by the Town of the public improvements required to service the property within each respective development phase within the District. Additional District Bonds may be issued in the future consistent with and in compliance with the Service flan as amended, Town Code and applicable law, but not in excess of the debt limitation as authorized by the Service (i) Maximum Debt Authorization. The District intends to issue District Bonds in one or rnore series in the aggregate principal amount of approximately Four Million Dollars {$47000,000); r •. - • • .• • • • r ♦ M • a District revenue source in the future, the District shall issue debt that is financially feasible and able to be discharged pursuant to the parameters provided in this Service Plan. The aggregate principal amount of all general obligation bonds, debt and forms of borrowing by the District, throughout the District's existence and regardless of subsequent payments and discharges, shall be limited to a total of Four Million, Four Hundred Thousand Dollars {$4,400,000) unless otherwise approved by the Town (the "debt limit"); except to the extent otherwise provided in Article V.g. with respect to refunding bonds or revenue bonds based upon revenue other than District mill levy or specific ownership taxes or funds received from the FURA and in Article V.h., with respect to construction financing notes (i.e., notes or other financial obligations, if any, issueA by the District to the Developer to evidence the District's obligation to repay the Developer's advances or financing of capital improvements or for construction costs). (ii) Developer Bonds. The District shall be allowed to issue Developer Bonds after approval of the District Service Plan Second Amendment and completion and Conditional Acceptance by the Town of the public improvements required to service property within each respective development phase within the District. The Developer shall be permitted to issue Developer Bonds in the form of "Draw Down Bonds" which allow for the issuance of bonds in one or more issuances, each of which correspond to an amount not exceeding the costs incurred for the phase of development for which public improvements attributable to the uncompleted phase of construction will not be permitted to be issued until the public improvements are constructed in accordance with approved development plans for the remaining phases) and have received Conditional Acceptance by the Town. Any District Bonds secured by the ad valorem taxing authority of the District and other District revenues, including revenue received from the )~U12A, maybe issued in the fu"furs consistent with and in compliance with the Service Plan (as may be amended from time to time), in compliance with Town Code and applicable law, but not in excess of the debt limit as authorized by this Service Plan. Developer bonds shall be subordinate to any other District secured debt. All issuance of District Bands and all other forms of borrowing by the District, throughout the District's existence and regardless of subsequent payments and discharges, shall be limited to the debt limit provided in Section V.b.; except to the extent otherwise provided in Article V.g. with respect to refunding bonds and in Article V.h. with respect to construction financing notes (i.e., notes or other financial obligations, if any, issued by the District to the Developer to evidence the District's obligation to repay the Developer's advances for construction, organization and formation costs). Any other Developer reimbursement notes or debt shall be subordinate to any other District Bonds. Developer Bonds shall be issued only to EIt] the Developer, or one of their related affiliates, subsidiaries, successors, heirs and assigns. District is within the FURA, bonds which are issued by the District which are secured by the District mill levy, when passed through the FURA back to the District by means of the FURA IGA referenced below are considered revenue bonds. As this pass -through of FURA revenue is contemplated by the Town and the District to be received by the District and utilized in paying for any District Bonds, this type of revenue bond is authorized by this Service Plan and would not be considered a material modification of the Service Plan. The District shall not issue revenue bonds secured by revenues other than ad valorem property taxes, specific ownership taxes, or revenue received from the FURA without the written consent of the Town. Prior to issuing any non-FURA or non - taxed based revenue bands, the District shall submit all relevant details of such issuance to the Town Board of Trustees, which may elect to treat the issuance of the revenue bonds as a material modification of the Service Plan. If it is determined by the Board of firustees that the issuance of revenue bonds, except as set forth above, constitutes a material modification of the Service Plan, the District shall proceed to amend the Service Plan in accordance with Section 324-207, C.R.S. prior to issuing any revenue bonds. If it is determined by the Board of Trustees that such issuance does not constitute a material modification of the Service Plan, the Board of Trustees may issue a resolution to that 1 �t effect, after receipt of which the District may proceed with such issuance without need for approval of a material modification of the Service Plan. construction within the District. The Developer expects that issuance of such District Bonds as provided herein would be made on the basis that there is a reasonable likelihood that projected future development will occur and will result in increased assessed valuation levels to support payment of such bonds within a thirty (30) year period of time from the date of issuance. General obligation bonds will be issued only after such time as: (1) the net effective interest rate (calculated as defined in Section 32-1-103(12), C.R.S.) to be borne by the District for the bonds does not exceed a reasonable current interest rate using the limitations as provided in the Service Plan; (2) the structure of debt including maturities and early redemption provisions, is reasonable considering the financial circumstances of the District; and (3) there has been completion and Conditional Acceptance by the Town of all public improvements as referenced above in Article V.b.ii. As set forth in Exhibit C, the District's Financial Planners and Consultants have indicated that issuance of certificates of occupancy and building permits are generally accepted lending criteria for special district debt, and that necessary development thresholds will evidence sufficient development activity within the District to support repayment of the corresponding debt." IS Bonds, including Developer bonds, or the issuance of any construction financing notes to the Developer, but no later than December 17, 2017. 'The transfer of capital improvement funds totaling Two Hundred Fifty Thousand Dollars ($250,000) shall be paid at the time of the first bond issuance but no later than December 17, 2017. District Bonds shall not be issued prior to the Conditional Acceptance for the phases of construction being financed by the District. With Town approval, such contribution may alternatively be paid by the Developer to the Town but, in such case the Town and the Developer will amend the Subdivision Agreements far Saddleback PUT) First Filing and Filing No. 2 respectively to provide that this Town contribution shall be paid to the Town's capital improvement fund directly by the Developer and shall be used by the Town to finance improvements (whether inside or outside the boundaries of the District) that the Town and the District would otherwise be empowered to construct, and For which the District is authorized to incur indebtedness (i.e., streets, street lighting, traffic safety controls, sanitary sewer, water, landscaping, storm drainage or park and recreation improvements and facilities), which improvements shall be of beneSt to the Town and the District. The District acknowledges that the foregoing provisions for payment of this Town contribution to the Town's capital improvements fund for capital improvements are material 1 fi considerations in, and conditions of, the Town 's approval of this Second Amendment, and the ti • • •. r • r ••• •• • • �_ • issuance of the first set of bonds shall be a candiiion of issuance for such District Bonds, including developer bonds, or any District construction financing notes issued to Developer." PUIREMENTS The first paragraph of Article V, Section (d) of the Service Plan, entitled "Other Financial Restrictions, Limitations and Requirements", is replaced to reduce the debt limitation to match the current amended financing plan. Such first paragraph of Article V, Section (d) shall be replaced in its entirety with the following: r i :� :, �. •:: a is � �r, ,� .r The District shall request voter authorizaiian for such amount of general obligation debt as the District deems sufficient to allow for allocation of the amounts deposited in the Town's capital improvements fund (as described in Article V.c, above) among the District's powers, unforeseen contingencies, in creases ncreases in construction casts due to inflation and all costs of issuance, including capitalized interest, reserve funds, discounts, legal fees and other incidental costs of issuance; provided, however, that the amount of general obligation debt (together with construction financing notes) actually issued by the District shall not exceed the debt limitation of Four Million, Four Hundred Thousand Dollars ($400,000) as stated in Article V.b., above. All bonds of the District will be sold for cash. The authorized maximum voted 17 • '[ �� [. [i c[i �� E. . i .; I.... effect at the time the bonds are sold. The interest rate shall be a simple interest rate without compounding for unpaid principal or interest." Article V, Section (f} of the Service Plan, entitled "Investor Suitability", is revised to eliminate subsection (1) and the opening phrase of subsection (2) and it shall be replaced in its entirety with the following: "f: investor suitability. 1. Developer Bonds shall be issued only to MSP Corporation, a Colorado corporation, its affiliates, subsidiaries, heirs, successors or assigns (collectively, the "Developer"}. The actual amount of the bonds issued will be subject to assessed valuations and market conditions as they exist at the time of issuance of each series of bonds and will be issued only in compliance with the above -stated debt limit and all other applicable requirements and restrictions as provided in the Service Plan and this Second Amendment. Privately placed Developer bonds shall have no call protection, and no call protection shall exceed a period of five (5) years from the date of initial issuance; and 2. Any other issuance of District Bonds shall either:..." fF "The District will impose a mill levy on all taxable properly in the District as the The mill levy imposed by the District for debt service and for administration, warranty maintenance and other operating expense purposes shall not exceed fifty (SO.00Oj mills, except for Gallagher adjustments permitted under Article V.e., above. Although the mill levy imposed may vary depending on the phasing of facilities anticipated to be funded, it is estimated that a mill levy of approximately fifty (50.000) mills will produce revenue sufficient to support debt servA ce and administration, warranty maintenance and other operating expenses throughout the repayment period. The District is not authorized to impose any taxes other than ad valorem property taxes as provided in this Service Plan. The District may be authorized to impose fees, users charges or other taxes only upon the prior written approval of the Board of Trustees." The last sentence of the second paragraph of Article VIII of the Service plan is hereby amended in its entirety to read as follows: "Also, on or after December 31, 2025, if the District has not issued any of its Bonds, the Town shall have the right to require the District to dissolve in accordance with applicable law, and the District will cooperate fully with the Town to dissolve the District." 19 r •. r r _ _ • • 4 • • - ) • "Cooperation Agreement with the Firestone Urban Renewal Authority" substantially in the form Service Plan on the terms and conditions agreed upon by the Authority and the District. The existing Town IGA with the District shall be amended and restated in the form attached hereto as Exhibit G and which describes an agreement and defining the relationship between the Town and the District. The District and Town shall each approve and execute a form of this "Amended and Restated Town IGA" substantially in the form attached as Exhibit G as soon as practical after approval of this Second Amendment to the Service Plan on the terms anA conditions agreed upon by the Town and the District. Exhibit G of the original Service Plan is replaced with the updated Financial Plan set forth as Exhibit E to this Second Amendment. Except as specifically modified herein, the original Service Plan of the District as approved by the Board of Trustees on September 26, 2002, as amended by the First Amendment thereto approved by the Board of Trustees on April 10, 2013, remains in effect. 20 M This Secand Amendment demonstrates that: a. There is sufficient existing and projected need for organized service in the area to be serviced by the District; b. The existing service in the area to be served by the District is inadequate without the District for present and projected needs; c. The District is capable of providing economical and sufficient service to the area within its proposed boundaries: d. The area to be included in the District has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis; e. The facility and service standards of the District are compatible with the facility and service standards of Weld County and Town of Firestone, which are interested parties hereunder. § 32-1-204(1), C.R.S.; f. The Second Amendment will be in the best interests of the area to be served. It is hereby respectfully requested that the Board of Txustees of the Town of Firestone, Colorado, which has jurisdiction to approve this Second Amendment by virtue of Section 324- 204.5 and Section 32-1-207(2) C.R.S., et seq., as amended, adopt a resolution of approval which 21 approves this Second Amendment to the Service Ilan for The Greens Metropolitan District as submitted. The undersigned will cause written notice of the Town's hearing on the proposed procedural requirements to be met. THE GREENS METROPOLITAN DISTRICT _,�� .� .-1 B .. _._.--� � _ .- ._ y. -- , M rcus Palicowitsh, President 22 M�".7 ��, •� �1- �:�r A TRACT OF LAND LOCATED IN THE N % OF SECTION 19, T2N, R67W OF THE 67" P.M., TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF COLORADO DESCRIBED AS FOLLOWS: BEGINNING ATTHE NORTHEAST CORNER OF SAID SECTION 19; THENCE N89°58'18"W, 525.50 FEET ALONG THE NORTH LINE OF THE NE % OF SAID SECTION 19; THENCE 500001'42"W, 130.75 FEET; THENCE ALONG A NOWTANGENT CURVE TO THE RIGHT 31.41 FEET, SAID CURVE HAVING A RADIUS OF 20.00 FEET, A DELTA OF 89058118" AND A CHORD THAT BEARS S44059009"E, 28.28 FEET; THENCE S00000'00"E, 428.06 FEET, THENCE ALONG A CURVE TO THE RIGHT 75.44 FEET, SAID CURVE HAVING A RADIUS OF 121.00 FEET, A DELTA OF 35°43'15" AND A CHORD THAT BEARS S17051137"W, 74.22 FEET; THENCE ALONG A COMPOUND CURVE TO THE RIGHT 48.35 FEET, SAID CURVE HAVING A RADIUS OF 30.00 FEET, A DELTA OF 88031'24" AND A CHORD THAT BEARS S79058157"W, 41.88 FEET; THENCE S34014'39"W, 58.00 FEET; THENCE ALONG A NONJANGENT CURVE TO THE RIGHT 215.06 FEET, SAID CURVE HAVING A RADIUS OF 221.00 FEET, A DELTA OF 55045121" AND A CHORD THAT BEARS S27052'41"E, 206.67 FEET; THENCE S00°00'00"E, 274.14 FEET, THENCE ALONG A CURVE TO THE RIGHT 52.97 FEET, SAID CURVE HAVING A RADIUS OF 121.00 FEET, A DELTA OF 25004'50" AND A CHORD THAT BEARS S12032'25"W, 52.54 FEET; THENCE 525004'50"W, 116.74 FEET; THENCE S70041'54"W, 50.07 FEET; THENCE 534027'54"W, 71.74 FEET IN THE NORTHERLY LINE OF PARCEL E OF SADDLEBACK GOLF COURSE CONVEYED TO COAL RIDGE MANAGEMENT, INC. AS DESCRIBED IN BARGAIN AND SALE DEED RECORDED DECEMBER 13, 2000, AT RECEPTION NO. 2813046 OF THE RECORDS OF WELD COUNTY, COLORADO; THE FOLLOWING COURSE IS ALONG THE NORTHERLY LINE OF SAID PARCEL E OF SADDLEBACK GOLF COURSE: THENCE S57055'19"E, 205.77 FEET TO THE NORTHERLY LINE OF PARCEL A OF SADDLEBACK GOLF COURSE AS DESCRIBED AT SAID RECEPTION NO.2813046; THE FOLLOWING COURSES ARE ALONG THE NORTHERLY LINE OF SAID PARCEL A OF SADDLEBACK GOLF COURSE: THENCE 565049'08"E, 415,95 FEET; THENCE N88008'30"E,154.74 FEET AT RIGHT ANGLES FROM THE EAST LINE OF THE NE'/ OF SAID SECTION 19 TO THE EAST LINE OF THE NE'/+ OF SAID SECTION 19; THENCE LEAVING THE NORTHERLY LINE OF SAID PARCEL A OF SADDLEBACK GOLF COURSE, N01051130"W, 1669.50 FEET ALONG THE EAST LINE OF THE NE Y OF SAID SECTION 19 TO THE NORTHEAST CORNER OF SAID SECTION 19, THE POINT OF BEGINNING. CONTAINING 20.36 ACRES OR 886,882 SQUARE FEET MORE OR LESS. { OfJ572634.1) , FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID SECTION 19, THENCE N 89 DEGREES 58'18"W, 525.50 FEET ALONG THE NORTH LINE OF THE NE % OF SAID SECTION 19 TO THE NORTHWEST CORNER OF THE SADDLEBACK FIRST FILING, SAID POINT BEING THE POINT OF BEGINNING; THENCE ALONG THE WEST LINE OF SADDLEBACK FIRST FILING THE FOLLOWING TWELVE (12) COURSES, ACCORDING TO THE RECORDED PLAT THEREOF, AS RECORDED IN THE RECORDS OF WELD COUNTY; (1) S 00 DEGREES 01'42" W, 130.75 FEET; (2) THENCE ALONG A NON -TANGENT CURVE TO THE RIGHT 31.41 FEET, SAID CURVE HAVING A RADIUS OF 20.00 FEET, A DELTA OF 89 DEGREES 58'18" AND A CHORD THAT BEARS S 44 DEGREES 59109"E, 28.28 FEET; (3) THENCE S 00 DEGREES 00100" E, 428.06 FEET; (4) THENCE ALONG A CURVE TO THE RIGHT 75.44 FEET, SAID CURVE HAVING A RADIUS OF 121.00 FEET, A DELTA OF 35 DEGREES 43115" AND A CHORD THAT BEARS S 17 DEGREES 51'37" W, 74.22 FEET; (5) THENCE ALONG A COMPOUND CURVE TO THE RIGHT 46.35 FEET, SAID CURVE HAVING A RADIUS OF 30.00 FEET, A DELTA OF 88 DEGREES 31'24" AND A CHORD THAT BEARS S 79 DEGREES 58'57" W, 41.88 FEET; (6) THENCE S 34 DEGREES 14'39" W, 58.00 FEET; (7) THENCE ALONG A NON -TANGENT CURVE TO THE RIGHT 215.06 FEET, SAID CURVE HAVING A RADIUS OF 221.00 FEET, A DELTA OF 55 DEGREES 45121" AND A CHORD THAT BEARS S 27 DEGREES 52'41" E, 206.67 FEET; (8) THENCE S 00 DEGREES 00'00" E, 274.14 FEET; (9) THENCE ALONG A CURVE TO THE RIGHT 52.97 FEET, SAID CURVE HAVING A RADIUS OF 121.00 FEET, A DELTA OF 25 DEGREES 04'50" AND A CHORD THAT BEARS S 12 DEGREES 32125' W, 52.54 FEET; (10) THENCE S 25 DEGREES 04 MINUTES 50" W, 116.74 FEET; (11) THENCE S 70 DEGREES 41154" W, 50.07 FEET; (12) THENCE S 34 DEGREES 27'54" W, 71.74 FEET TO THE SOUTHWEST CORNER OF SAID SADDLEBACK FIRST FILING SUBDIVISION, SAID POINT BEING ON THE NORTHERLY LINE OF PARCEL E OF SADDLEBACK GOLF COURSE CONVEYED TO COAL RIDGE MANAGEMENT, INC. AS DESCRIBED IN BARGAIN AND SALE DEED RECORDED DECEMBER 13, 2000 AT RECEPTION NO.2813046 OF THE RECORDS OF WELD COUNTY, COLORADO; THENCE ALONG THE SAID NORTHERLY LINE OF PARCEL E OF SAID SADDLEBACK GOLF COURSE THE FOLLOWING TWO (2) COURSES: (1) N 57 DEGREES 55'19" W, 262.51 FEET; (2) THENCE N 72 DEGREES 22'06" W, 288.32 FEET; THENCE ALONG THE NORTHERLY LINE OF PARCEL A OF SAID SADDLEBACK GOLF COURSE THE FOLLOWING THREE (3) COURSES: (1) N 57 DEGREES 42150" W, 196.33 FEET; (2) THENCE N 20 DEGREES 09133" W, 200.39 FEET, (3) THENCE N 84 DEGREES 37134" W, 135.35 FEET; THENCE LEAVING THE NORTHERLY LINE OF SAID PARCEL A OF SADDLEBACK GOLF COURSE, N 00 DEGREES 00'00" W, 212.37 FEET; THENCE N 89 DEGREES 09'11" E, 100.01 FEET; THENCE N 00 DEGREES 00'00" W 648.43 FEET TO A POINT ON THE NORTH LINE OF THE NE % OF SAID SECTION 19, THENCE 89 DEGREES 58'18" E ALONG THE SAID NORTH LINE OF THE NE % OF SAID SECTION 1% A DISTANCE OF 895.82 FEET TO THE POINT OF BEGINNING. SAID PROPERTY CONTAINS 25.57 ACRES OR 1,113,829 SQUARE FEET MORE OR LESS. THE TOTAL LAND CONTAINED 1N BOTH PARCELS I5 45.93 ACRES OR 2,000,711 SQUARE FEET MORE OR LESS. (00572034J ) r 1 i' r�.: �r '� rrlr` r �� 2' 'VVHERIP.AS, in accordance with § 32-1-541{1), C.R.S., Lavem L 1amilton and Karen A. Hamilton (the "Petitioner") petitioned The Greens Metropolitan District (the "District") for the exclusion from the District of certain real property, which is more particularly described in Exhibit A to their Petition for Exclusion, attached hereto and incorporated herein by this reference (the "Property"); and W1� AS, in accordance with § 32-1-501{2), C.R.S., notice of a public hearing on this matter was published in the Carbon Valley Farmer & Miner on November 21, 2012, setting forth the place, time and date of the public meeting, the names and addresses of the petitioners, a general description of the property proposed for exclusion, and notice that all persons interested shall appear at such time and place and show cause in writing why the petition should not be granted; and WHEREAS, on December 5, 2012, the Board of Directors of the District (the "Board"} held a public hearing on the petition in accordance with § 324-501(2), C.R.S.; and WHEREAS, no objecting parties appeared at the public hearing nor were any written objections filed with the Board; and WHEREAS, pursuant to the District's Service Plan, the District shall be required to obtain written approval from the Board of Trustees for the Town of Firestone, Colorado (the "Town") of a Service Plan modification prior to any inclusion or exclusion of property to or from the District; and WHEREAS, the Town has been advised of the Exclusion and its written consent for the District to complete the exclusion petition heard at the exclusion hearing on December 5, 2012 to exclude the Property from its boundaries, will be sought from the Town and provided that such exclusion shall not be effective until and unless the Town adopts a resolution approving a Service Plan modification incorporating such exclusion; and WHEREAS, upon the effective date of the exclusion of the Property, the District shall no longer provide any services or facilities to the Property; and WHEREAS, the Petitioner will be asked to provide an affidavit to the District, affirming that it is seeking the exclusion of its Property and will not require the District to provide any services or facilities for its benefit; and WHEREAS, pursuant to §§ 32-1••501(3) and (4), C.R.S., the Board desires to grant the petition, in whole, subject to the conditions set forth herein. NOWt THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRE, CTORS OF THE That the Board of Directors of the District shall, and hereby does make the following findings based on evidence presented in the public hearing held on December S, 2012: l . That the Petition has been signed by 100% of the owners of the Property. {00508785.!) 2. That the notice of the public hearing on this matter was duty published in accordance with § 324 401(1)(b), C.R.S. 3. The proposal to exclude the Property is in the best interest of the Property, in that the Petitioner has affirmed that it will help promote the timely and efficient development of the Property. 4. The exclusion is in the best interest of the District, in that it will not impair the abiiity of the remaining property located within the District to receive services therefrom. S. The exclusion is in the best interest of Weld County, Colorado, in that it will promote the timely and efficient development of the Property. 6. There is no substantial cost or economic benefit to the subject Property, in terms of provision of the District's services, resulting from the exclusion, as the Petitioner has affirmed that the Petitioner is seeking to receive similar economical and sufficient service as would be provided by the District directly from the Town or other service providers, not the including the District. 7. The exclusion will not affect the District's ability to provide economical and sufficient service to the properties remaining within the District. 8. The District shall no longer provide public faeiiities and services to the Property upon exclusion therefrom. 9. No adverse consequences will occur relating to employment or other economic conditions in the District or the sunounding area as a result of the exclusion, nor will such exclusion result in economic impacts on the region, the District or the State as a whole. 10. An economically feasible alternative service is available to the Property. I1. No additional costs are expected to be levied against property within the District as a result of the exclusion. l2. Other than the actual costs of exclusion, for which the Petitioner has deposited $5,000 to offset the costs of exclusion with the District, there is no outstanding bonded indebtedness of the District for which the Property will be liable. Ewa 1. That the petition be granted in whole and the Property be excluded from the District, subject to the Town adopting a resolution that approves a Service Plan modification incorporating said exclusion ("Service Plan Modification") and, in the event that the Town does not, for any reason whatsoever, approve a Service Plan Modification then, absent a resolution by the Board stating otherwise, this Resolution shall be of no legal effect and shall be void ab initio. {oosos7ss. i } /.. L t ... 1 : ! 4. : 1 •. : 1. ., t,� ,:i is ' ',: ' f : 1 : 1 .. •'. 1i�G f C f /:.'" il. : � '.i: .l i ; t`./4' 3:. f'•`. 61111911• IN 1 r 1 i • 1.. of the taxes and chargesimposed by 1 i : s-. 1 f is •: f of .:� .( 1 :.a ., .t ,�1. t ,..... 1 1 /: fer � r i 1 L-.1: [ L•► f'.• ... f i 1 .. � 1 r - �... ..1 „ ATTEST: v: v {04508785.l) �) k lop 1• 1 :iir r '► is i i l t • t r: 1 i t � !! P.M., at 720 South Colorado Blvd., Suite' 1� North Tower,Deaver,1 802464 IMM (04508785.1) .� I; :. {80508785.t) G...lo t at thoN114 ir 1saidSection1 Comer1 Y Section 19 bears roll) Al-jaw'd U, Wit --Ocountyo r r t: ^.. r I�OY ! i•" _ ,.r'r = :: "+ � � :: 1' :_ � is 'r r 'e point from Northwest Comer of that tract of tend conveyed to The Weld County TflvAroa SwItatlon Distrki as = InCoiurtftoroo recorded May 311,40691 In Book 505 as Reception No. 15RO31 of the records of >i ,. County,. A. t. bears 800052137119� 50437 .... along ' _rh:" r :, Lids r'" sold Former Union Pacific Rallroad, sold polat also being an angle point of Fareel A of Siddliback Golf Course conveyedto Coal Rldgo Managements Inc. as described In Bargain and Wofted recorded VocomberI00 as Reception Moo 2613MO of the records ofWald County, CdOWAVO The following r .. i and distances are alongtNortherly L-, of said Parcel A of = r r r. Golf r Thence 1« once L 1. 1=t 1 6 . I f l foot rhonce 1 14 1 losedbod at said Reception No, 2813046s Then;o N31*6wore, 907.17 feet to the, most Southerly Corner of par"I C of saddleback Gojf Course at rhonce e e : H124713VE, 107.46 ... rhence 1 rlkeale ' ttTf T—snUTV*. t4if CTUM,21503811 nost Westerly Corner of Parcel 0 of Saddleback Golf Course as described at said Receptlon Noo 2813046*0 rha i... r orwzas ant r r r: the Ntej%aeoya PmvI 1 if,1ZsHMiT% C. luOttirm rhence N5400WOVIE,1 rhenco N80633'WE, 3114.32 feet lo the Northerly Line of sold Parcel of Saddleback Golf . ..z. t 119110wing epurses and are II W.zi A Mswa e M 41,' it otip A 20 h Ca M A ..kl'fk' lh 'r'i } bM I 00411 I I Wz PoInt+ 1f the HE 114 of Sold r r A tPOINThe BEGINNING# more or 1"s. (Area = 101,50 wros, more or less, okeluding RighteolaWay for Pins Cons CountyWenusiWeld r>. 1 i � �' f ! ," ' ' t 1 � C YI G6 NORTHERN ENGINEERING Town of Firestone 151 Grant Street Firestone, CO 80520 RE: Proposed Estimate of Probable Construction Costs Greens Metropotitan District To Whom it May Concern' I, Roger Curtiss, a Registered Professional Engineer in the State of Colorado, have reviewed the Greens Metropolitan District Public improvements Estimate of Probable Construction Costs within the proposed Greens Metropolitan District area as prepared by MSP Corporation, The estimate was based upon the following assumptions i. The quantities and cost for each Item are based upon the costs Incurred to date for the work that has been completed and bids received for the remaining work to complete. Based upon this assumption, I believe the Public Improvements Estimate of Probable Construction Costs contained within the Second Amendment to the Service Plan for Greens Metropolitan District is reasonable for the public Improvements portion of this project as shown on the plans to be approved for the property within the revised boundaries of the Greens Metropolitan District. Roger Curtiss, P.E. Vice -President Northern Engineering Cc: Chad Rodriguez, MSP Corporation THE GREENS METROPOLITAN biSTRICT PUBLIC IMPROVEMENTS Hadommon ESTIMATE OF PROBABLE CONSTRUCTION COSTS ORIGINQt IMPROVEMENTS ITEM DESCRIPTION UNIT QUANTITY UNIT COST TOTAL Engineering Fees for PuWIc improvements Civil Engineering/Surveyfng/Landscape Architecture Est Lot 119.0 $ 1,800000 $ 2140200.00 Subtotal: $ 214,200.00 Inspection Fees Inspection Allow Est Lot 119.0 $ 250.00 $ 291750.00 Subtotal: $ 29,750000 Construction Permits & Fees Permits and Fees Allow Est Lot 119.0 $ 100.00 $ 111900.00 Irri ation Taps and Meter Fees EA 2.0 $ 27,500.00 $ 55,000.00 Subtotaf;j 66,900.00 Construction Engineering/Surveying Construction Engineering IS 1.0 $ 12,500,00 $ 12,500.00 Construction Surveying LS 1.0 $ 600000000 S 600000.00 Geotech Testing LS 1.0 $ 45,000.00 $ 450000.00 Subtotal: S 1170500.00 Earthwork Mobilization LS 1.0 $ 64500.00 $ 6,500.00 Clear & Grub LS 1.0 $ 3,500.00 $ 31500.00 Strip Topsoil @ 4" to stockpile CY 9583.0 $ 1A0 $ 13,416920 Strip Cut to Site Fill Cy 30884#0 $ 1.55 $ 47,870.20 Import Offsite Material CY 8000.0 $ 3.00 $ 24,000.00 Subtotal* $ 95,286.40 Erosion Control Native Reseeding (If Needed) AC 10.0 $ 11105.00 $ 11,050.00 inlet Gravel Filter EA 10.0 $ 130.00 $ 1,300.00 Straw Bale Barrier EA 60.0 $ 143.00 $ 81580,00 Vehicle Tracking CY 50.0 $ 26.00 $ 1/300400 Subtotal: $ 22,230.00 Sanitary Sewer Mobilization LS 1.0 $ 51200.00 $ 5/200600 Strip Top Soil and Replace @ Main Extension LS 1.0 $ 4,030.00 $ 40030,00 8" PVC LF 6858.0 $ 28.48 $ 195,336.41 4.0' I.D. Manhole EA 36.0 $ 2,622.35 $ 94,404.49 Final Adjust Existing Main Line Manholes EA 4.0 $ 1,370.20 $ 5,480.80 Realign 4" Sewer Service @ Main Line LS 1.0 $ 6,081940 $ 6,081.40 ggrom 4" Sewer Service at Residential Lots EA 117.0 $ 825.86 $ 96,626.09 Reconnect 4" SewerService to New Main EA 1.0 $ 825.86 $ 825.86 4" Sewer Service at Offsite �Xgqwlll EA 6.0 $ 863.08 $ 5,178.50 Air Test, Jet & Mandrel Sewer Unw'� P .•••,� T �� LF 6858.0 $ 1.14 $ 70845.55 Clay Cutoff Wall ce EA 2338.00.7,436.00 Tie Into Existing = • s• - $ 41242.48 $ 4/242448 The Greens Metropolitan Distrief�'°SL "�ZPage 1 ` Potable Water Traffic Control (_ -- Asphalt Removal Fire H-Vdrant Assembly .. 8" 11.25 Deg. Bend 3=73001f ., •Furnish and Install Concrete f Concrete Cutoff Wall at 8" Lowering • it 1.0 Vertical Foot Valve Stem Extensions i•• 1 RCP i r ADS Nw12 4.0'I.D. Manhole i �. Inlet Fi p 5.i1 f ,. . Inlet 18" PIP Siphon 1 1ii f / 11i! Diameter ADS Drain Basins.c .. x 3' ' ,... Concrete ..., ce The Greens Metropolitan District Page 2 7J16/2015 Concrete Encasements on 24" x 38" RCP �Concrete Encasements on 24" RCP _., 4cirro_ r ►� 1• �i Demo Existing Storm Sewer Panorama Mini #111MCOU111111111 ',Concrete Curb Subgrade Prep Concrete Radii Subgrade Prep Concrete HC Ramp Subgrade Prep —odified Rolled Curb Gutter • r . 1�� c • Radii •_.i f� Umz 40wide Walk Detached 6.0" Thick 120'Square :.. Radii 1 .i.. �40'Aound Radii with HC Ramp 36'Round Radii with HC Ramp • .. �. 130'Square Radii with HC • r� ,Demo Existing Curb & Gutter Panorama Mobilization 1 t 1 i /' 1 / J t •ii+� Local Streets 0" Full Depth Asphalt) Soil Sterilization (if Needed) Subgrade Prep:RoadStreet •.1/ t 1 1 1 Eme�gencV Access Road Signs• :. . • - f•IY .. ManholeAdjust � Adjust Valve Box Demo Existing Asphalt � Panorama -r The Greens Metropolitan district Page 3 7/16J2015 iRaise Manholes CAM ... I IN as ._. 11t tl fll11 OffsIte Streets a ., ,,• .. = Control WrOqUITWITITMI Me 'Borrow Ditch Grading Relocate Golf Course Sign South Frontier Street Offilte- 1 Full Depth -Asphalt) FTrat Control Striping, •_ _. •.. Borrow Ditch GradingSignage _. 1 ....�_ and Striping op S! ns with Street Blades Street Blades Post ! Utilities a leeves/Street:Ughu .• '.. - � // _. 11 it 111/1 Standard Street Light • 1 Utill S eeves in 'Irrigation Sleeves in ROW 1141 OffsIte Source Gas Relocation11 /i it 1I r1... Offske Qwest Fiber Relocation itzation The Greens Metropolitan District Page 4 � 7/16/2015 • . • : 1 1=i f il shade trees Evergreen trees ShrubsDeciduous Deciduous • +• •ffiffiv"i Dryland see •ing Steel landscape edger 1 �41 Turf � rotor and spray IV M-1 :1 Drip to trees in native Mainline In native areas _ 63 _....'' 4'Vinyl privacy ng :1 i / 11 r it it Brick Columns r r . Entry Feature Entry Feature • .:_�_ 1 t li 11. ORIGINAL IMPROVEMENTSO SADDLEBACKTOTAL Erosion Contr of Concrete Washout Pit Overlot Grading Remove Existing Manhole Remove , " Sewer Services nstall 4" Sewer Services IRA 0 The Greens Metropolitan Distrtct Page 5 -----7/16fZ015 Reduce Existing 14/2" Water Service to 3/4" Between Curb Stop and Meter Pit install 5/8" Water Service 104 1 11 41 Remove Existing Storm Culverts and Rlprap =111 IMF Mn, If 11 .tl If Peakview Avenue & Forest Street C_r . f_.... 1r •a rt Soil Sterilantf f ESE f . . • _.... � it . f_I=i , hill � �� r Depthr . , , t ►� .. • -©� to E� 1/:1. ;��._. Soil preparation & finegad. f. E Deciduous r ... trees . .. .. �� 1=f `•1 it Ornamental gal, !i /1 Ornamentalgall_ 'Now geed . fabric �_ •- . ,.- -r.- ' �� 1 Planting • r• t 1 f Drip to .. in native Mainline In native areas I . - ' deePrivacv Fence 11 •• 1//1_. • Stone Columns . all Fence 3'Stone Columns The Greens Metropolitan District Page 6 7/16/2015 Me • rl 1► [Ornamental trees Deciduous shrubs Ornamental. _. Dryland seeding ;Mulchft 4" with weed fabric 'Steel landscape edger 'Controller IJ f 1-f IEi / 1 Turf� rotor & spray P)antin& bed drip Drip to trees in native In native areas TOTALMainline OF A 6 O . Contingency +.t i'. of • zz TOTAL IMPROVEMENTSO t The Greens Metrop®titan District page 1 7/16/2015 I Stan Bernstein an Assaciates, YnA00 Financial Planners and Consultants For Local Governments, Municipal Bond Underwriters, and Real Estate Developers PO Box 5342 Vail, Colorado 81658 97&3904162 amT.bernstein.greer@gmall.com April 6, 201 S Mr. Marcus Palkowitsh MSP Corporation 720 S. Colorado Blvd., Ste. 940N Denver, CO 80246 Sent Via Email Scope and Limitations of EnQattement We have compiled the accompanying estimate of potential bonding capacity for the proposed The Greens Metropolitan District ("the District"). A compilation is limited to presenting information and assumptions that are those of the proponents of the District, and does not include independently verifying the accuracy of the information or assumptions. The following key assumptions have been provided by MSP Corporation, and form the basis of the estimate of potential bonding capacity for the District. A total of 119 homes with average market values in the amount of $432,773 are expected to be completed at full buildout. It is assumed that the market values of the homes will increase by a factor of 4% every other year as of June 30, 2018. 2. 26 homes are expected to be eompleted during 2015, 39 homes are expected to be completed in 2016, and S4 homes are expected to be completed in 2017. The debt service mill levy is expected to be 45.0 mills and will be Gallagherized (i.e., if the current 7.96%residential assessment rate decreases then the assumed 45.0 debt service mill levy will automatically increase to offset any potential loss in property tax revenues). The combined debt service and operating mill levy will be 50.0 mills. 4. The bonds will be issued as limited tax general obligation cash flow bonds and are expected to be purchased by the Developer of The Greens. Mr. Marcus Palkowitsh April b, 2015 Page ii Assumptions continued) 5. The bonds will bear interest at 4.5%and will be amortized not longer than 3Q years after the issuance of the bonds. 6. Administrative costs such as audit, accounting, legal, and insurance are assumed to be funded from an operating (General Fund) mill levy not to exceed 5.0 milts. 7. Specific Ownership Tax revenues have been calculated based on applying a factor of 8.0% to annual property tax revenues. 8. It is assumed that the County Treasurer's collection fee will be 1.5% property tax revenues. 9. interest earnings on accumulated funds available are assumed to average 0.25% annually. Estimate of 1?otentiat BondinE Ca ap city Based upon the above assumptions, the attached Exhibit I indicates a potential bonding capacity of approximately $4,000,000 (assumed to be issued December 1, 2017) once all 119 homes are completed. This estimate assumes average home value inflation of slightly less than 2% per year beginning in 2018. If the annual rate of inflation exceeds 2% per year the amount of bonds that could be supported would exceed $4,000,000; conversely if average home appreciation is less than 2% annually, it might not be possible to amortize the assumed $4,000,000 bond issue over a 30 year period. As previously stated, the estimated $4,000,000 of bonding capacity assumes cash flow bonds are purchased by the Developer of The Greens. We have also identified that approximately $20,000 of administrative (General Fund) property tax revenues would be generated annually at It buildout assuming a mill levy of S.O. It is possible that operating advances from the Developer might be required until the assessed valuation increases to a level that generates sufficient operating property tax revenues to fund administrative costs. 1vIr, Marcus Palkowitsh Apri16, 2015 Page Hi Based upon the assumptions disclosed above, which are those of the Developer and have not been independently verified or evaluated by Stan Bernstein and Associates, Inc., the District is expected to retire all debt referenced in the Financial Model, within the restrictions set forth in the Service Plan, including but not limited to the Maximum Debt Mill levy and the Maximum Debt Mill Levy Imposition Term. Disclaimer The assumptions disclosed in the Financia! Model are those of the Developer and have not been independently reviewed by Stan Bernstein and Associates, Inc. Those assumptions identified are believed to be the significant factors in determining financial feasibility; however, they are likely not to be all inclusive. There will usually be differences between forecasted and actual results, because events and circumstances frequently do not occur as expected, and those differences may be material. Key assumptions — like those relating to market values of real property improvements and the buildout schedule of such property — are particularly sensitive in terms of the timing necessary to create the tax base for the District, A small variation in these variables, and to their timing, can have a large effect on the forecasted results. There is a high probability that the forecasted results will differ from realized future tax base factors and such variations can be material, Additionally, other key assumptions relating to inflation, administrative, and operating costs may, and likely will, vary from those assumed. Because Stan Bernstein and Associates, Inc. has not independently evaluated or reviewed the assumptions that the Financial Model is based upon, we do not vouch for the achievability (and disclaim any opinion) of the information presented on the accompanying Exhibit I and Schedule 1. Furthermore, because of the inherent nature of future events, which are subject to change and variation as events and circumstances change, the actual results may vary materially from the results presented on Exhibit I and Schedule 1. Stan Bernstein and Associates, Inc. has no responsibility or obligation to update this information or this Financial Model for events occurring after the date of this report. Very truly yours, �tmy Greer (for the firm) Stan Bernstein and Associates, Ino. �a��► ol CA 0 Wo al Olm WON MIN oa g �=1 � d 1 N N h O � N ^ V v yj C cxm MIR AO Of c4ol w nl«�� c�i� u'oogoig a OfoaOf o! d a Of Cl �QC W 5 N N �OOQO" OQI Q{ Ol OGt OZu d a d d N a u u1 a z i k W o N G qto, UN i ; I2 zw� OM 40 NIP�to PIR I=a p,� a 00 LL PE W dOCY.-U i � \\ < < .7 q >7 ! .!x 'E \ k .!k �;le J ! I UPI `{§�{ , i\_ I ;\+ ; . ;. ,. ! -, . �2.., 2 .., ) . � % t ■ % % z¥ 11 > y ;# v RON all ;�) a ■ ze :/: wo .\ \ \\ Lai. . . _.. . . H kc I Iil . . . . , . 2 4 * . . *.:. . . . . •.! , - ;.f: !.Zl. ° , {z ■ , n , �qy� OOI OI N� OoI OI OI O1 fr OOt OI OI OI` V M o01 Oe ^` ovi Ol o(OI� o010t Ol of I � o O! of wl O of of of Ol o of Ci OI C4 or C O q at �I �ol�lWON rym bR �r o a S 08 � roJ g10 o p �OImI �� a�7i��.- pmpw N r �K ry N r rr: of r yt .'-ru't, ..rr,r, uutii IM11 tuc ip ITIRMHUr;r and The Greens Metropolitan District EME • . slow oil IL .i11 • 1 r , � ' THIS COOPERATION AGREEMENT {"Agreement") is made and executed to be effective as of the 22"d day of July, 2015 by and between THE GREENS METROPOLITAN DISTRICT and the FIRESTONE URBAN RENEWAL AUTHORITY, referred to collectively as the "parties" or individually as a "party". WITNESSETH: WHEREAS, The Greens Metropolitan District ("District") is a quasi -municipal corporation and political subdivision of the State of Colorado, duly organized and existing under the constitution and the laws of the State of Colorado; and WHEREAS, the Firestone Urban Renewal Authority ("FURA") is a public body corporate and politic authorized to transact business and exercise its powers as an urban renewal authority under and pursuant to the Colorado Urban Renewal Law, Part 1 of Article 25 of Title 3I, C.R.S. ("Act"); and WHEREAS, on January 28, ZO10, the Board of Trustees (the "Board") of the Town of Firestone (the `Town') adopted its Resolution 10-04 approving the Urban Renewal Plan ("Plan") for the Southern Firestone Urban Renewal Area (the "Urban Renewal Area") which details the inclusion of the parcels described in the Plan for the purposes authorized in the Act, including utilizing tax increment financing ("TIF Financing"), as contemplated by C.R.S.§ 31-25- 107(9)(a), for the purposes authorized by the Urban Renewal Law; and WHEREAS, TIF Financing provides that taxes, if any, levied after the effective date of the approval of the Ptan upon taxable property in the Urban Renewal Area each year shall be divided for a period not to exceed twenty-five (25) years from the effective date of the Plan and that a portion of said property tax revenues (the "TIF Revenue") shall be allocated to and paid into a special fund of FURA to pay the principal of, interest on, and any premiums due in connection with bonds of, loans or advances to, or indebtedness incurred by FURA; and WHEREAS, the District and FURA recognize that a division of taxes pursuant to C.R.S. § 31-25-107(9)(a) on property within the boundaries of the District without an agreement concerning the sharing of TIF Revenue that results from the District levy on taxable property in the Urban Renewal Area may hinder the effectuation of the Plan and urban renewal projects within the Urban Renewal Area and the District's ability to provide services within the Urban Renewal Area; and WHEREAS, the District is cooperating with FURA to facilitate carrying out the Plan and urban renewal projects within the Urban Renewal Area; and 1 WHEREAS, the District and FURA desire to enter into this Agreement for the transfer to the District of property tax revenues that FURA receives from the District levy on taxable property in the Urban Renewal Area; and WHEREAS, the District and FURA are authorized to enter into this Agreement pursuant to law, including without limitation C.R.S. §31-25407(11) and C.R.S. § 31o25412; and WHEREAS, the District and FURA have determined it is in the best interest of the parties to enter into this Agreement to facilitate carrying out the Plan and undertaking urban renewal projects within the Urban Renewal Area; and WHEREAS, in consideration of the parties entering into this Agreement, the District consents to the inclusion within the Urban Renewal Area of all agricultural lands contained within such Area as described in the Plan, pursuant to C.R.S. §31=25407(1)(c)(11)(D); NOW THEREFORE, in consideration of the foregoing recitals and the covenants, promises and agreements of each of the parties hereto, it is agreed by and among the parties hereto as follows: 1. Incorporation of Recitals. The foregoing recitals are incorporated into and made a part of this Agreement. 2. Sharing of District Tax Levy Revenues: FURA agrees to pay to the District all of the property tax revenues received by FURA as a result of the property tax mill levy imposed by the District upon taxable property within the Urban Renewal Area pursuant to and in accordance with C.R.S. §31-25-107(9)(a)(II) and the rules and regulations of the Property Tax Administrator of the State of Colorado (the "District Tax Levy Revenues"). Commencing on the effective date of the Plan and for a period of twenty-five (25)lears from the effective date of the Plan, FURA shall transfer to the District on or before the 15 day of each month all of the District Tax Levy Revenues received by FURA through last day of the preceding month. If area is subsequently included in the Plan by a modification of the Plan approved by the Board, and such modification results in TIF Revenues from the District Tax Levy Revenues being allocated to FURA for an additional period beyond twenty-five (25) years from the effective date of the Plan, then FURA shall make the foregoing transfers to the District for such additional period. FURA pledges to pay the District Tax Levy Revenues to the District in accordance with this Agreement and hereby grants the District a lien on the District Tax Levy Revenues. 3. Pledge of District Tax Levy Revenues. The creation, perfection, enforcement, and priority of the pledge of FURA to pay the District Tax Levy Revenues to the District shall be governed by C.R.S. §11-57-208 and this Agreement. FURA hereby pledges and grants to the District a first priority lien on and security interest in the District Tax Levy Revenues and the District Tax Levy Revenues shall immediately be subject to the lien of such pledge without any physical delivery, filing, or further act. The lien of such pledge shall be valid, binding, and enforceable as against all persons having claims of any kind in tort, contract, or otherwise against FURA irrespective of whether such persons have notice of such liens. FURA hereby covenants that so long as this Agreement is in effect, it will not pledge, encumber or otherwise transfer the Dastrict Tax Levy Revenues, except as provided in this Agreement. 4. Use of District Tax Levnues. It is the intention of the District and FURA that the District use the District Tax Levy Revenues transferred to it pursuant to this Agreement for the costs and expenses of financing of infrastructure and providing services as outlined in the District's service plan. 5. A rI; Bement Confined to District Tax Lev,v Revenues Revenue. This Agreement applies only to the District Tax Levy Revenues and does not apply to any other revenues of FURA. Further, this Agreement applies only to the Urban Renewal Area described in the Plan as approved by the Board's Resolution No. 10"04 and any area subsequently included in the Plan by a modification of the Plan approved by the Board. 6. Delays. Any delays in or failure of performance by any party of its obligations under this Agreement shall be excused if such delays or failure are a result of acts of God, acts of public enemy, acts of the Federal or state govemment, acts of any other party, acts of third parties, litigation concerning the validity of this Agreement or relating to transactions contemplated hereby, fire, floods, strikes, labor disputes, accidents, regulations or order of civil or military authorities, shortages of labor or materials, or other causes, similar or dissimilar, which are beyond the control of such party. Notwithstanding the foregoing, where any of the above events shall occur which temporarily interrupt the ability of FURA to transfer District Tax Levy Revenues as provided in this Agreement, as soon as the event causing such interruption shall no longer prevail, FURA shall transfer the total amount of the District Tax Levy Revenues that has been received by FURA as provided in this Agreement. 7. Consent Concemin A ricultural Land. The District hereby consents, pursuant to C.R.S. §31-25-107{1){c)(II)(D), to the inclusion within the Urban Renewal Area of all agricultural lands contained within such Area as described in the Plan. 8. Termination and Subsequent Legislation. In the event of termination of the Plan, including its TIF Financing component, FURA may terminate this Agreement by delivering written notice to the District. FURA may also terminate this Agreement by delivering written notice to the District if the District is dissolved, consolidated into another district, or no longer provides any services within the Town. The parties further agree that in the event legislation is adopted after the effective date of this Agreement that invalidates or materially effects any provisions hereof, the parties will in good faith negotiate for an amendment to this Agreement that most fully implements the original intent, purpose and provisions of this Agreement. 9 Governing Law and Venue. This Agreement shall be governed by the laws of the State of Colorado. The parties agree that all claims, disputes or controversies arising between the parties which relate in any way to this Agreement, which are not otherwise resolved by the parties, shall be brought in the District Court in and for Weld County, State of Colorado, and that venue for all such actions shall lie only in Weld County, State of Colorado. In the event of any litigation between FURA and the District to enforce any provision of this Agreement or any right of either party hereto, the parties agree that the court shall award costs and expenses to the prevailing party, such costs and expenses to include reasonable attorneys' fees. Otherwise, each parry shall pay its own costs and fees for litigation. 3 10. Entire Agreement. This instrument embodies the entire agreement of the parties with respect to the subject matter hereof. There are no promises, terms, conditions, or obligations other than those contained herein; and this Agreement shall supersede all previous communications, representations, or agreements, either verbal or written, between the parties hereto. No modification to this Agreement shall be valid unless agreed to in writing by the parties hereto. 11. Bindin Ems. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their successors in interest. 12. No Third-PartX Enforcement. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement, except for any trustee (a "Trustee") acting on behalf of the holders of any debt or other financial obligations of the District to which the District pledges the payment of all or any part of the District Tax Levy Revenues. The sole remedy for the District or the Trustee to enforce the Authority's obligations under this Agreement is by way of mandamus or specific performance. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 13. No Waiver of Immunities. No portion of this Agreement shall be deemed to constitute a waiver of any immunities the parties or their officers or employees may possess, nor shall any portion of this Agreement be deemed to have created a duty of care which did not previously exist with respect to any person not a party to this Agreement. 1 d. Severability. If any provision of this Agreement is found to be invalid, illegal or unenforceable, the validity and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Further, in the event of any such holding of invalidity, illegality or unenforccability (as to any or all parties hereto), the parties agree to take such action(s) as may be necessary to achieve to the greatest degree possible the intent of the affected provision of this Agreement. 15. Assignment. Neither party may assign any of its rights or obligations under this Agreement without the prior written consent of the other party. 16. Paragraph Captions. The captions of the paragraphs are set forth only for the convenience and reference of the parties and are not intended in any way to define, limit, or describe the scope or intent of this Agreement. 17. Execution in Counte arts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. 4 18. No Presumption. The parties to this Agreement and their attorneys have CA full opportunity to review and participate in the drafting of the final form of this Agreement. Accordingly, this Agreement shall be construed without regard to any presumption or other rule of construction against the party causing the Agreement to be drafted. 19. D, ays. If the day for any performance or event provided for herein is a Saturday, a Sunday, a day on which national banks are not open for the regular transactions of business, or a legal holiday pursuant to Section 2441a101(1), C.R.S., such day shall be extended until the next day on which such banks and state offices are open for the transaction of business. 20. Parties Not Partners. Notwithstanding any language in this Agreement or any other agreement, representation, or warranty to the contrary, the parties shall not be deemed to be partners or joint venturers, and no party shall be responsible for any debt or liability of any other ply. IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officials to execute this Agreement effective as of the day and year first above written. ATTEST: By; _ Title: ATTEST: By: Recording Secretary THE GREENS METROPOLITAN DISTRICT 13y: Title: FIRESTONE URBAN RENEWAL AUTHORITY By: Chairperson 5 N �.., ,,� r. ..� ;, sir =,� 1' �' Fig. �• � � �: ��. BY AND BETWEEN THE TOWN OF FIRESTONE, COLORADO THE GREENS METROPOLITAN DISTRICT W" • • . ! i !, •. • .• • • f Colorado (the "Town"), and THE GREENS NMTROPOLITAN DISTRICT, a qu nunicipal corporationand political subdivisionof - State 1 Colorado (the "District' ridividually a "Party" and collectively referred to herein as the "Parties." 'WHEREAS, the District was organized to finance, acquire, design, construct and install certain facilities, provide those services and to exercise powers as are more specifically set forth in the District's Service Plan approved by the Town by Resolution No. 0241, adopted September 26, 2002, as amended by the First Amendment approved by the Town April 10, 2013, and as amended by the Second Amendment approved by the Town on July 22, 2015 (collectively, the "Service Plan"); and WHEREAS, the Parties have previously entered into an intergovernmental agreement between the Town and the District and wish to replace in its entirety the previous version with this Agreement; and WHEREAS, the Parties have determined it to be in the best interests of their respective taxpayers, residents and property owners to enter into this Agreement; NOW, THEREFORE, for and in in consideration of the covenants and mutual agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: 1. APPLICATION OF LOCAL LAWS, The District hereby acknowledges that the property within its boundaries shall be subject to all ordinances, rules and regulations of the Town, including without limitation, ordinances, rules and regulations relating to zoning, subdividing, building and land use, and to all related Town land use policies, master plans, related plans and intergovernmental agreements. 2. NATURE OF DISTRICT. The District agrees that it is organized for the purpose of financing certain public improvements fox the area within its boundaries only (except to the extent otherwise specifically provided in Article V.b. of the Service Plan), which area is designated as the First Filing and Filing No. 2 the Saddleback PUD development, and that the District's purposes, powers, facilities and activities are to be limited and governed by the Service Plan. The District is not intended to and shall not provide facilities or services outside its boundaries (except as otherwise specifically provided in Article V.c. of the Service Plan). Further, the District is not intended and shall not exist perpetually, but instead shall be dissolved in accordance with the Service Plan and this Agreement. The District shall not provide any services or facilities within any area of the District overlapping with the service area of another district without first obtaining the written consent of each and every district whose service area is so overlapped. 3. CHANGES IN BOUNDARIES, The District agrees that, as set forth in the Service Plan, inclusion of properties within, or any exclusion of properties from, its boundaries shall constitute a material modification of the Service Plan; any purported inclusion or exclusion that has not been approved by the Town pursuant to the procedures applicable to a material modification of the Service Plan shall be void and of no effect. 4. TOWN APPROVAL REQUIREMENTS, REVIEW OF DISTRICT 11 SUBMITTALS. The District Agrees that any Town approval requirements contained in the Service Plan (including, without limitation, any Service Plan provisions requiring that any change, request, action, event or occurrence be treated as a Service Plan amendment proposal or be deemed a "material modification" of the Service Plan) shall remain in full force and effect, and such Town approval shall continue to be required, notwithstanding any future change in law modifying or repealing any statutory provision concerning service plans, amendments thereof or modifications thereto. The District agrees to reimburse the Town for all reasonable administrative and consultant costs incurred by the Town for any Town review of reports, plans, submittals, proposed modifications or requests for administrative approvals, or other materials or requests provided to the Town by the District pursuant to the Service Plan, this Agreement, state law or Firestone Municipal Code. The Town may require a deposit of such estimated costs. 5. OWNERSHIP OF IMPROVEMENTS. The Parties agree that the District shall not be permitted to undertake ownership, operation or maintenance of any public improvements, facilities or services, except as specifically set forth in the Service Plan. 6. REQUIRED TRANSFERS OF CAPITAL IMPROVEMENT FUNDS TO TOWN The Parties agree, and the Town's approval of the Service Plan is expressly conditioned upon the requirement that the District will pay to the Town for deposit into the Town's capital improvements fund a total of Two Hundred Fifty Thousand Dollars ($250,000), which amount shall be paid to the Town at the time of the first bond issuance as a condition of the issuance and delivery of any District Bonds, including Developer bonds, or the issuance of any construction financing notes to the Developer, but no later than December 17, 2017 irrespective of whether any bonds or notes have been issued by that date. The Parties agree, and the Town's approval of the Service Plan is expressly conditioned upon the requirement, that a total of Two Hundred Fifty Thousand Dollars ($250,000) will be paid by the District to the Town's capital improvements fund. Such payment may be used by the Town to finance capital improvements (either within or outside the boundaries of the District) that the Town and the District would otherwise be empowered to construct, and for which the District is authorized to incur indebtedness i.e., streets, traffic safety controls, street lighting, water, storm drainage, park and recreation or landscaping improvements and facilities, which improvements shall be of benefit to the Town and the District. `a The District acknowledges and agrees that the provisions of this Agreement and the provisions of the Service Plan for concurrent payment to the Town's capital improvements .and for capital improvements are material considerations in, and conditions of, the Town's approval of the District's Service Plan, and that the Town has relied thereon in approving the District's Service Plan. Therefore, the District agrees that it shall not issue District Bonds, including Developer bonds, or any construction financing notes to the Developer, without there having been delivered to the Town concurrently with or prior to such issuance such payment of Two Hundred Fifty Thousand Dollars ($250,000) to the Town's capital improvements fund. The District further agrees that it shall not issue bonds without payment to the Town of the funds required by Article V.c of the Service Plan. The District agrees that the provisions of this Agreement and of the Service Plan for such payment of capital improvements funds to the Town shall run in favor of and shall be enforceable by the Town. The District represents and warrants that it has obtained all voter authorizations necessary to implement such provisions of this Agreement and the Service Plan, and that it will exercise its powers in accordance with and in furtherance of such provisions. 7. CONSOLIDATION. The District shall not file a request with the District Court to consolidate with another district without the prior written consent of the Town. 8. DISSOLUTION. The District agrees that it shall take all action necessary to dissolve the District upon payment or defeasance of the District's bonds or otherwise upon the request of the Town, in accordance with the provisions of the Service Plan and applicable state statutes. 9. NOTICE OF MEETINGS. The District agrees that it shall submit a copy of the written notice of every regular or special meeting and work session of the District's Board of Directors to the Office of the Firestone Town Administrator, by mail, facsimile or hand delivery, to be received at least three (3) days prior to such meeting. The District agrees that it shall also submit a complete copy of meeting packet materials for any such meeting to the Office of the Firestone Town Administrator, by mail, facsimile or hand delivery, to be received at least one (1) day prior to such meeting. 10. ANNUAL REPORT, The District shall be responsible for submitting an annual report to the Town pursuant to and including the information set forth in Article VII of the Service Plan. 11, ENTIRE AGREEMENT OF THE PARTIES, This Agreement, including all exhibits, supersedes any and all prior written or oral agreements and there are no covenants, conditions, or agreements between the parties except as set forth herein. No prior or contemporaneous addition, deletion, or other amendment hereto will have any force or affect whatsoever unless embodied herein in writing. This Agreement replaces in its entirety the Intergovernmental Agreement between the Town and District previously executed by the District and approved by Town Resolution No. 03-29. 10). AMENDMENT. This written agreement together with the Service Plan constitutes the entire agreement between the Parties and supersedes all prior or written or oral 3 agreements negotiations, or representations and understandings of the Parties with respect to the subject matter contained herein. 13. ENFORCEMENT. The Parties agree that this Agreement may be enforced in law or in equity for specific performance, injunctive or other appropriate relief, including damages, as may be available according to the laws and statutes of the State of Colorado. I4. VENUE. Venue for Trial of any action arising out of any dispute hereunder shall be in Weld County District Court. 15. BENEFICIARIES. Except as otherwise stated herein, this Agreement is intended to describe the rights and responsibilities of and between the named parties and is not intended to, and shall not be deemed to, confer any rights upon any persons or entities not named as parties. 16. EFFECT OF INVALIDITY. If any portion of this Agreement is intended to describe the rights and responsibilities of and between the named parties and is not intended to, and shall not be deemed to, confer any rights upon any persons or entities not named as parties. 17. ASSIGNABILITY. Other than as specifically provided for in this Agreement, neither the Town nor the District shall assign their rights or delegate their duties hereunder without the prior written consent of the other Parties. I8. SUCCESSOR AND ASSIGNS. Subject to Paragraph 17 hereof, this Agreement and the rights and obligations created hereby shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns. ATTEST: Secretary ATTEST: By: By: President TOWN OF FIRESTONE 0 Ifs: 921 • • i. vIETROPOLITAN DISTRICT, IN THE TOWN OF FIRESTONE, COUNTY OF WELD, TATE OF • i'• WHEREAS, by Resolution No. Q2-41, adapted September 2ti, 2002, the Board of Trustees of the Town of Firestone, County of Weld, State of Colorado (the "Town"), approved the Service Plan for The Greens Metropolitan District (f/k/a Firestone Trails Metropolitan District); and WHEREAS, pursuant to the Special District Act, there has beer] filed with the Town a proposed Second Amendment to Service Plan for The Greens Metropolitan District; and WHEREAS, pursuant to the provisions of Title 32, Article 1, Part 2, C.R.S., as ameaded, the Board of Trustees of the Town following due notice, held a public hearing on the proposed Second Amendment to Service Plan which was held on , 2015; and WHEREAS, the Board of Trustees has considered the Second Amendment to Service Plan and all other testimony and evidence presented at the hearing; and WHEREAS, based upon the testimony and evidence presented at the hearing, it appears that the Second Amendment to Service Plan for The Greens Metropolitan District should be approved by the Board of Trustees, subject to certain conditions set forth below, in accordance with Section 324-204.5(1)(c), C.R_S. THEREFORE, BE TT RESOT.VED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: Section 1. That the Board of Trustees, as the governing body of the Town of Firestone, Colorado, does hereby determine, based on representations by and on behalf of The Greens Metropolitan District (the "District"), that all of the requirements of Title 32, Article 1, Part 2, C.R.S., as amended, relating to the filing the proposed Second Amendment to Service Plan for The Greens Metropolitan District have been fulfilled and that notice of the hearing was given in the time and manner required by the Town. Section 2. That, based on representations by and on behalf of the District, the Board of Trustees of the Town, has jurisdiction over the subject matter of the proposed Second Amendment to Service Plan pursuant to Title 32, Article 1, part 2, C.R.S., as amended. Section 3. That, pursuant to Section 324-207, C.R.S., Section 32-1-204.5, C.R,S., Section 32-1-202{2), C.R.S., and Section 32-1-203 (2), C.R.S., the Board of Trustees of the Town of Firestone, Colorado, does hereby find and determine, based on the Service Plan, as amended by the {00578200.1} Denver 1260869.1 Second Amendment to Service Plan, the representations by and on behalf of the District and other evidence presented at the public hearing, that. serviced by the District; (d) The area in the District has, or will have, the financial ability to discharge the proposed indebtedness on a reasonable basis; and (e) The approval of the Second Amendment to Service Plan is in the best interests of the District. Section 4. That pursuant to Section 32-1-204.5(l)(c), C.R.S., the Board of Trustees hereby imposes the following conditions upon its approval of the Second Amendment to Service Plan: (a) At its first meeting after the effective date of this Resolution and in no event later than sixty days after such effective date, the board of Directors of the District shall execute the Amended and Restated Intergovernmental Agreement with the Town ("IGA") in the form set forth in Exhibit G to the Second Amendment to Service Plan, or in form otherwise acceptable to the Town Attorney, and shall deliver the fully executed original of the Amended and Restated IGA to the Town. If any of the conditions of this Resolution are not met, the Town may revoke its approval of the Service Plan by subsequent resolution and/or pursue all legal and equitable remedies available to it for failure of compliance with such conditions of approval. Section 5. The Amended and Restated IGA referred to in Section 4(a), above, is hereby approved in essentially the same form as the copy of such Amended and Restated IGA set forth in Exhibit G to the Second Amendment to Service Plan presented to the Town Board of Trustees at its public hearing on the Second Amendment to Service Plan. The Mayor and Town Clerk are hereby authorized to execute the Amended and Restated IGA on behalf of the Town provided the same has first been executed by the District, except that the Mayor is further authorized to negotiate and approve on behalf of the Town such revisions to the Amended and Restated IGA as the Mayor and Town Attorney determine are necessary or desirable for the protection of the Town, so long as the essential terms and conditions of the Amended and Restated IGA are not altered. Section b. That the Second Amendment to Service Plan for The Greens Metropolitan District, as set forth in Exhibit A to this Resolution and dated , 2015, is hereby approved subject to the District paying all reasonable expenses of the Town, its attorneys and consultants, as well as the ToWs reasonable processing fees, in connection with the modification of the Service Plan approved herein in accordance with § 32-1-204.5(1)(c), C.R.S. Section 7 That a certified copy of this Resolution be filed in the records of the Town of Firestone and submitted to the District. � De�v� 12b4869.1 • • 1• i i i'ii Paul Sorensen Mayor Larissa Medina Town Clerk Denver 12608b4.1