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HomeMy WebLinkAbout20052641.tiff MCGEADY SISNEROS, P. C. ATTORNEYS AT LAW 1675 BROADWAY, SUITE 2100 DENVER,COLORADO 80202 TELEPHONE:(3031 592-4380 FACSI M I L E:13031 592-438 5 WWW.MCG EADYS IS N EROS.COM MARYANN M.McGEADY SPECIAL COUNSEL DARLENE SISNEROS KENNETH M.KOPROWICZ MARY JO DOUGHERTY ANNE K.LAPORTA MEGAN BECHER VALERIE 0.BROMLEY RUSSELL W.DYKSTRA KATHRYN S.KANDA JACQUELINE C.MURPHY GEORGE M.ROWLEY August 22 2005 Weld County Clerk and Recorder 1402 17th Avenue P.O. Box 459 Greeley, CO 80632 Re: Proposed Liberty Ranch Metropolitan District Dear Clerk: Enclosed for your information and records is a copy of the final Service Plan and Resolution of Approval for the captioned District. These documents are information only and do not need to be recorded. If you have any questions, or if you require additional information, please feel free to call. Very truly yours, MCGEADYSI�SISNEI3DS,P.C. Julie Ellis Paralegal /jle Enclosures cc: Division of Local Government (w/enclosures) State Auditors Office (w/enclosures) in/17 u, c/1ydO>t/ (00050334.DOC v:1) DI ,j 1-07 _OS- � c' C C-"-) 2005-2641 TOWN OF MEAD, COLORADO RESOLUTION NO. 6-R-2005 A RESOLUTION OF THE TOWN OF MEAD, COLORADO, APPROVING THE SERVICE PLAN FOR THE LIBERTY RANCH METROPOLITAN DISTRICT. WHEREAS, Centex Homes, 9250 E. Costilla Ave, #200, Greenwood Village, CO 80112, through their attorneys McGeady Sisneros, PC, 1675 Broadway, Suite 2100, Denver, CO 80202, has petitioned the Board of Trustees of the Town of Mead for the creation of a Metropolitan District to be known as the Liberty Ranch Metropolitan District to be located in the NE 1/4 of Section 28, Township 3 North, Range 68 West of the 6'h P.M., in the Town of Mead, Weld County, Colorado; and WHEREAS, the Service Plan for the Liberty Ranch Metropolitan District was resubmitted April 1, 2005; and WHEREAS, the proposed Liberty Ranch Metropolitan District is to be formed under Title 32, Colorado Revised Statutes, as a Metropolitan District to provide for the design, acquisition, financing, construction and maintenance of both on-site and off-site improvements within the Liberty Ranch Subdivision; • WHEREAS, such improvements may include, but not be limited to, streets and traffic safety controls, water transmission and distribution, sewage collection and transmission, storm drainage facilities, and mosquito control; and WHEREAS,the District will be funded by a property tax mill levy of not more than 50 mills for debt service, and an undetermined but unlimited mill levy for operations and maintenance; and WHEREAS,C.R.S. 32-1-204.5 provides that no special district shall be organized if its boundaries are wholly contained within the boundaries of the municipality except upon adoption of resolution of approval by the governing body; NOW THEREFORE,BE IT RESOLVED by the Board of Trustees of the Town of Mead, Weld County, Colorado, that: Section 1. Findings of Fact. The Board of Trustees of the Town of Mead, having reviewed the petition and Service Plan for the Liberty Ranch Metropolitan District presented by Centex Homes, 9250 E. Costilla Ave, #200, Greenwood Village, CO 80112, hereby makes the following findings: a. The Service Plan dated April 1, 2005, is in substantial compliance with the requirements contained in C.R.S. 32-1-202, as required by C.R.S. 32-1-204.5, except as noted herein. b. The Service Plan dated April 1, 2005, provides an adequate description of the proposed services to be provided by the Liberty Ranch Metropolitan District. c. The Service Plan dated April 1, 2005, provides a financial plan showing the proposed services to be financed, including the proposed operating revenue derived from property taxes for the first budget year of the district. All proposed indebtedness is displayed ResolutionolApproval-LlbertyRancnMetropolitanoislrictwpd 4/8/05 4:34 pm) Page 1 of 3 - together with a schedule indicating the year or years in which the debt is scheduled to be issued. d. The Service Plan dated April 1, 2005,provides preliminary engineering information showing how the proposed services are to be provided. e. The Service Plan dated April 1, 2005, provides a map of the proposed special district boundaries and an estimate of the population and valuation for assessment of the proposed special district. f. The Service Plan dated April 1, 2005,provides a general description of the facilities to be constructed and the standards, including a statement of how the facility and service standards of the proposed special district are compatible with the facility and service standards of the Town and of the special districts to which the facilities will be connected. g. The Service Plan dated April 1, 2005, provides a general description of the estimated cost of acquiring land, engineering services, legal services, administrative services, initial proposed indebtedness and estimated proposed maximum interest rates and discounts, and other major expenses related to the organization and initial operation of the district. h. The Service Plan dated April 1, 2005, provides a description of the arrangements with the special districts providing potable water and sanitary sewer service in the territory of the Metropolitan District. However, proposed agreements with these special districts have not been provided in the service plan. i. The Service Plan dated April 1, 2005,provides sufficient information to satisfactorily establish that each of the criteria set forth in C.R.S. 32-1-203(2) is met by the proposed Metropolitan District. Section 2. Conclusions and Order Approving the Service Plan for the Liberty Ranch Metropolitan District. a. The Service Plan dated April 1, 2005,provides sufficient evidence that adequate service is not, and will not be, available to the area through existing Town of Mead facilities or quasi-municipal corporations, including existing special districts, within a reasonable time and on a comparable basis. b. The facilities and service standards of the proposed special district are compatible with the facility and service standards of the Town of Mead and the existing special districts that will provide service to the Metropolitan District. c. The proposal is in substantial compliance with the Town of Mead Comprehensive Plan. d. The proposal is in compliance with the 208 Water Quality Plan for the area. ResolulionolApproval-LiberlyRanchMelropolltaneisl icf.wpd 4/8/05 4:34 pm) Page 2 of 3 • e. The creation of the proposed special district will be in the best interest of the area proposed be served. f. The Mayor and Town Clerk are hereby authorized and directed to endorse this resolution and to cause said resolution to be filed in the District Court for Weld County as provided by C.R.S. 32-1-205, as evidence of the approval of the service plan for the Liberty Ranch Metropolitan District, to be located in the NE 1/4 of Section 28, Township 3 North, Range 68 West of the 6th P.M., in the Town of Mead, Weld County, Colorado. Section 3. Effective Date. This resolution shall become effective immediately upon adoption. Section 4. Repealer. All resolutions, or parts thereof, in conflict with this resolution are hereby repealed,provided that such repealer shall not repeal the repealer clauses of such resolution nor revive any resolution thereby. Section 5. Certification. The Town Clerk shall certify to the passage of this resolution and make not less than one copy of the adopted resolution available for inspection by the public during regular business hours. INTRODUCED, READ, PASSED, AND ADOPTED THIS 11'" DAY OF April , 2005. ATTEST: (� TOWN OF ME , B U - u Y tiitTL By Can ace Bridgwater, Town erk R chard E. Kraemer, Mayor ResolutianolApproval-LibertyRanchMetropolltanDistrlpwpd 4/8/05 4:34 pm) Page 3 of 3 SERVICE PLAN FOR LIBERTY RANCH METROPOLITAN DISTRICT (TOWN OF MEAD, COLORADO) APPROVED: April 11, 2005 Prepared by: McGEADY SISNEROS, P.C. 1675 BROADWAY, SUITE 2100 DENVER, COLORADO 80202 (303) 592-4380 KIRKPATRICK PETTIS, A DIVISION OF D.A. DAVIDSON & CO. 1700 LINCOLN STREET #2200 DENVER, COLORADO 80203 (303) 764-6000 {00027987.DOC v:8) TABLE OF CONTENTS I. INTRODUCTION 1 A. General Information 1 — • B. Need for the District 1 C. Proposed Land Use/Population Projections 2 II. DESCRIPTION OF PROPOSED IMPROVEMENTS AND SERVICES 2 A. Street and Safety Protection Improvements 2 B. Water Improvements 3 C. Sanitation Improvements 4 D. Mosquito Control 6 E. Other Powers 6 F. Statement of Compatibility 7 III. PURPOSE 8 IV. BOUNDARIES 8 V. DESCRIPTION OF PROPOSED FACILITIES AND ESTIMATED COSTS 8 A. Type of Improvements and Preliminary Engineering Estimates 8 B. Regional Improvements 9 C. District Operating Costs 9 VI. FINANCIAL PLAN 10 A. General Discussion 10 B. Proposed Indebtedness 10 C. Mill Levy Cap 11 D. Cost Summary and Bond Development 13 VII. ANNUAL REPORT 14 VIII. DISSOLUTION 14 IX. CONSOLIDATION 15 X. RESOLUTION OF APPROVAL 15 XI. NOTICE OF ORGANIZATION 15 XII. CONSERVATION TRUST FUND 15 XIII. LANDOWNERS PUBLIC IMPROVEMENTS 15 XIV. MODIFICATION OF SERVICE PLAN 16 XV. STATUTORY REQUIREMENTS 16 {00027987.DOC v:S) i LIST OF EXHIBITS EXHIBIT A Legal Description EXHIBIT B District Map EXHIBIT C Vicinity Map EXHIBIT D Street and Safety Systems EXHIBIT E Water Distribution System EXHIBIT F Sanitation/Drainage System EXHIBIT G Public Improvements Cost Estimate EXHIBIT H Financial Plan EXHIBIT I Draft Intergovernmental Agreement with St. Vrain Sanitation District EXHIBIT J Draft Intergovernmental Agreement with Longs Peak Water District {00027987.DOC v8} 11 LIBERTY RANCH METROPOLITAN DISTRICT SERVICE PLAN I. INTRODUCTION A. General Information Pursuant to the requirements of the Special District Control Act, Section 32-1- 101, C.R.S., this Service Plan consists of a financial and jurisdictional analysis demonstrating how the proposed facilities and services of the proposed Liberty Ranch Metropolitan District ("District") will be constructed and financed. The District shall have all the powers of a metropolitan district and shall provide water, sanitation, street and safety protection and mosquito control improvements. The District shall not provide parks and recreation, transportation, television relay and translation, and fire protection improvements or services nor does it have the authority to provide law enforcement services. Further, after installation of the water and sanitary sewer improvements to serve the proposed development, the District intends to dedicate such improvements to the Longs Peak Water District ("Longs Peak") and the St. Vrain Sanitation District("St. Vrain"), respectively. B. Need for the District The District is entirely within the boundaries of the Town of Mead, Colorado (the "Town"), Longs Peak and St. Vrain. The property is now vacant and is not presently served with the facilities and services to be provided by the District. Weld County(the"County"), the Town and other special districts do not consider it feasible or practical to provide the property with water, sanitation, street and safety protection and mosquito control facilities and services described in this Service Plan. Therefore, it is necessary that the District be organized to provide the inhabitants of the District with those facilities and services, which the County, the Town and other special districts have determined they cannot feasibly or practically provide. (00027987.DOC v:8} C. Proposed Land Use/Population Projections The property to be included within the boundaries of the District comprises approximately one hundred sixty(160) acres and is known as the Liberty Ranch Development (the"Development"). The Development is located south of State Highway 66, west of County Road 7 and east of County Road 5.5. The proposed Financial Plan for the Development assumes residential development comprising approximately 348 single family units and 352,836 square feet of commercial development. Based upon an estimated 2.5 persons per dwelling unit, this would result in an estimated residential population of 870 persons. In order to facilitate the development as planned, organized provision of facilities and services proposed to be provided by the District will be necessary. IL DESCRIPTION OF PROPOSED IMPROVEMENTS AND SERVICES Upon formation, the District proposes to provide the following improvements: A. Street and Safety Protection Improvements The District intends to provide for the design, acquisition, financing, construction, relocation, completion, installation and/or operation and maintenance of street improvements, both on-site and off-site, including curbs, gutters, culverts and other drainage facilities, sidewalks, bridges, overpasses, bike paths and pedestrian ways, interchanges, median islands, paving, lighting, grading, irrigation, landscape, streetscape and entryways, parking lots and structures, and a system of traffic and safety controls and devices on streets and highways and at railroad crossings, including signalization, together with all necessary, incidental, and appurtenant facilities, right-of-ways, land and easements, together with extensions of and improvements to said facilities within and without the boundaries of the District. The District will warrant the street infrastructure for a period of two (2) years after initial acceptance by the {000rroszDOC v:8} 2 Town. After final acceptance, the street improvements will be dedicated to the Town for ongoing operation and maintenance. The District does not have the authority to provide law enforcement services. B. Water Improvements The District shall have the power to provide for the design, acquisition, financing, construction, completion and installation of a potable and non-potable local water, transmission and distribution system, which may include, but shall not be limited to, transmission lines, distribution mains and laterals, irrigation facilities, storage facilities, land and easements, and all necessary incidental appurtenant facilities, together with extensions of and improvements to said system within and without the boundaries of the District as described in the District's service plan. The District shall not have the authority to construct or finance any water improvements not generally described in the Service Plan without the prior written consent of Longs Peak Water District ("Longs Peak") Following acceptance, Longs Peak will own, operate and maintain the potable water improvements constructed by the District. The property within the District will receive its potable water services from Longs Peak. The non-potable water system may be owned by the District or another appropriate entity. It is the District's understanding that Longs Peak does not intend to provide for the construction and financing of the specific water facilities to be provided by the District as generally described in the Service Plan. Therefore, the improvements or facilities to be financed, acquired, constructed, completed or installed by the District for water service do not duplicate or interfere with any other improvements or facilities already constructed or planned to be constructed by Longs Peak. With respect to the aforementioned water improvements and the provision of water services within the boundaries of the District,the District shall provide for the following: {00027987.DOC v:8} 3 1. All potable water lines and related facilities constructed by the District shall be designed and constructed in accordance with Longs Peak's rules and regulations and shall be dedicated to Longs Peak for operation and maintenance; 2. The District shall not surcharge Longs Peak's water tap fee, water service charge or any of its other water rates, fees, tolls or charges; 3. The District acknowledges the applicability of Longs Peak's rules and regulations within the District's boundaries, including, but not limited to, the applicability of the rules and regulations, as they may be amended from time to time, to the potable water projects of the District and the requirement that all such improvements be constructed within easements or rights-of-way dedicated to Longs Peak; and 4. The District shall not interfere with Longs Peak's implementation of its rules and regulations or policies pertaining to the provision of potable water service, including those that authorize Longs Peak to terminate or shut off service. The District shall execute an intergovernmental agreement with Longs Peak at the initial meeting of its board of directors after the entry of its decree of formation. C. Sanitation Improvements The District shall have the power to provide for the design, acquisition, financing, construction, completion and installation,but not the ownership, operation or maintenance of a local sanitary sewage collection and transmission system which may include,but shall not be limited to, collection mains and laterals, lift stations, transmission lines, and/or storm sewer, flood and surface drainage facilities and systems, including detention/retention ponds and _ associated irrigation facilities, and all necessary, incidental, and appurtenant facilities, land and easements, together with extensions of and improvements to said system within and without the boundaries of the District as described in this service plan. The District shall not have the {00027987.DOC v.8} 4 authority to construct or finance any sanitary sewer improvements not generally described in the Service Plan without the prior written consent of St. Vrain Water and Sanitation District — ("St. Vrain") Following acceptance, St. Vrain will own, operate and maintain the sanitation improvements constructed by the District. The property within the District will receive its sanitation services from St. Vrain. Storm drainage facilities will be constructed in accordance with the Town's "Storm Drainage Criteria and Construction Standards, 1998." After final acceptance by the Town, it will own, operate and maintain the storm sewer system and storm water detention/retention facilities. It is the District's understanding that St. Vrain does not intend to provide for the construction and financing of the specific sanitation facilities to be provided by the District as generally described in the Service Plan. Therefore, the improvements or facilities to be financed, acquired, constructed, completed or installed by the District for sanitation service do not duplicate or interfere with any other improvements or facilities already constructed or planned to be constructed by St. Vrain. With respect to the aforementioned sanitation improvements and the provision of sanitation services within the boundaries of the District, the District shall provide for the following: I. All sanitary sewer lines and related facilities constructed by the District shall be designed and constructed in accordance with St. Vrain's rules and regulations and shall be dedicated to St. Vrain for operation and maintenance; 2. The District shall not surcharge any sanitary sewer tap fee, sanitary sewer service charge, storm drainage fee or any other sanitary sewer rate, fee, toll or charge; {00027987 DOC v:8} 5 3. The District acknowledges the applicability of St. Vrain's rules and regulations within the District's boundaries, including,but not limited to, the applicability of the rules and regulations, as they may be amended from time to time, to the sanitary sewer projects of the District and the requirement that all such improvements be constructed within easements or rights-of-way dedicated to St. Vrain; and 4. The District shall not interfere with St. Vrain's implementation of its rules and regulations or policies pertaining to the provision of sanitary sewer service, including those that authorize St. Vrain to terminate or shut off service. The District shall execute an intergovernmental agreement with St. Vrain at the initial meeting of its board of directors after the entry of its decree of formation. D. Mosquito Control The District shall have the power to provide for the eradication and control of mosquitoes, including but not limited to elimination or treatment of breeding grounds, and purchase, lease, contracting or other use of equipment or supplies for mosquito control. The District anticipates contracting with private entities for the control of mosquitoes and will include such costs in its operation and maintenance budget when facilities which necessitate mosquito control activities have been constructed (i.e., storm drainage facilities, water features, pools). E. Other Powers In addition to the enumerated powers, the Board of Directors of the District shall also have the following authority: {00027987.DOC v:8} 6 1. Plan Amendments. To amend the Service Plan as needed, with the approval of the Town, and of Longs Peak if required by the proposed amendment, subject to the appropriate statutory procedures. 2. Phasing, Deferral. Without amending this Service Plan to defer, forego, reschedule, or restructure the financing and construction of certain improvements and facilities to the extent consistent with then existing land uses for the Development approved by the Town, to better accommodate the pace of growth, resource availability, and potential inclusions of property within the Development. 3. Additional Services. Except as specifically provided herein, or by any governmental agreement, to provide such additional services and exercise such powers as are expressly or impliedly granted by Colorado law. The District shall have the authority pursuant to Section 32-1-1101(1)(t)(I), C.R.S. and Section 32-1-1101(1.5)(a)through (1.5)(e), C.R.S., to divide the District into one or more areas consistent with the services,programs and facilities to be furnished therein. The exercise of such authority shall not be deemed a material modification of this Service Plan. F. Statement of Compatibility The District will ensure that the proposed improvements are designed and constructed in accordance with the standards and specifications of the Town, Longs Peak, St. Vrain and other governmental entities having jurisdiction. The District will obtain approval of civil engineering plans and a permit for construction and installation of improvements from the Town. {00027987.DOC v:8} 7 III. PURPOSE It is anticipated that the District will provide certain essential public-purpose facilities for the use and benefit of all its anticipated residents and taxpayers. The District is planning to finance the construction of improvements which will be within the incorporated areas of the Town and in the unincorporated areas of Weld County. As presently planned, the development within the District is proposed to proceed in several phases, each of which will require certain extensions and improvements of available public facilities. Use of the District will enable the community to maintain development through the duration of the construction phase and will provide for a well-planned, well-financed and well-coordinated extension of public improvements. In this manner, long-term or phased facilities required by the Town can be provided. IV. BOUNDARIES • The initial boundaries of the District are described on Exhibit A and consist of approximately one hundred sixty(MO) acres. It is located south of State Highway 66, west of County Road 7, east of County Road 5.5 and north of undeveloped property. A map depicting the boundaries of the District is attached as Exhibit B, and a vicinity map is attached as Exhibit C. It is anticipated that the District's boundaries may change from time to time as it undergoes inclusions and exclusions pursuant to Parts 4 and 5 of Article 1, Title 32, C.R.S. V. DESCRIPTION OF PROPOSED FACILITIES AND ESTIMATED COSTS A. Type of Improvements and Preliminary Engineering Estimates A general description and preliminary engineering sketch of the facilities to be constructed and/or acquired by the District are shown on Exhibits D through F attached hereto. (00027997.DOC v:8) 8 The estimated cost for these improvements is approximately Twenty-Three Million Two Hundred One Thousand One Hundred Thirteen Dollars ($23,201,113) as is set forth in Exhibit G. To the extent the District cannot finance the improvements, the developer shall cause the improvements to be financed and constructed. B. Regional Improvements The District may participate in the funding of public regional infrastructure improvements to be preceded in each case by the approval of an intergovernmental agreement between the District and other such participants who may be involved. C. District Operating Costs The District will require operating funds for administration of the District, in addition to the capital costs of the improvements. Initial District organizational expenses for legal, engineering, administrative and debt issuance costs and amounts expended on design and construction of the improvements will be eligible for reimbursement from the bond proceeds. The first year's operating budget is estimated to be $50,000. The Mill Levy Cap, defined herein, for repayment of the bonds does not apply to the District's ability to increase its mill levy as necessary for provision of operation and maintenance services. However,there are statutory and constitutional limits on the District's ability to increase its mill levy for provision of operation and maintenance services without an election. The proponents of the District intend to seek the District's electoral approval to waive the revenue and spending limits of Article X, Section 20 of the Colorado Constitution, as well as the 5.5% limitation set forth in Section 29-1-301, C.R.S. {00027987.DOC v:8} 9 VI. FINANCIAL PLAN A. General Discussion The Financial Plan attached hereto as Exhibit H illustrates how the proposed facilities and/or services may be financed, including the estimated costs of engineering services, legal services, administrative services, proposed indebtedness and estimated interest rates and discounts, and other major expenses related to the organization and operation of the District. The Financial Plan illustrates the issuance of the debt and the anticipated repayment based on the projected development in the District. The Financial Plan demonstrates that the District has the ability to finance the facilities identified herein, and will be capable of discharging the proposed indebtedness on a reasonable basis. The Financial Plan sets forth a reasonable estimate of growth within the District and allows the Board of Directors("Board") a measure of flexibility such that the District need not incur debt in excess of what it needs to meet the actual population's demands for facilities and services. B. Proposed Indebtedness The provision of facilities by the District will be primarily financed by the issuance of general obligation bonds, secured by the ad valorem taxing authority of the District with limitations as discussed below. In addition, it is anticipated that a development fee of $2,000 per single-family unit, and $.50 per square foot of commercial will be imposed ("Development Fee"). The District may increase or decrease the amount of the Development Fee at the discretion of the Board. The Financial Plan shows the issuance of the debt and the anticipated repayment based on the projected development within the District. It is anticipated that construction costs for necessary improvements will be advanced by the developer prior to the District's issuance of bonds or when bond proceeds are not otherwise available, subject to {00027987.DOC v:8} 10 subsequent acquisition by the District of the completed improvements and reimbursement to the developer(s) of such advanced construction costs. Any obligations issued or otherwise — contracted for to reimburse the developer(s) for advanced construction costs shall be included within the debt limits described below. The proposed maximum voted interest rate on debt is eighteen percent(18.0%) and the maximum term, rates and discounts will be determined at the time the bonds are sold by the District and will reflect market conditions at the time of sale. Refunding bonds may be issued as determined by the Board. The proposed total maximum amount of bonds that may be issued by the District shall be Eighteen Million Five Hundred Thousand Dollars ($18,500,000). Such limitations shall not be applicable to refunding of the bonds authorized to be issued hereunder. The amount to be voted exceeds the amount of bonds anticipated to be sold, as shown in the Financial Plan, to allow for unforeseen contingencies and increases in construction costs due to inflation, and to cover all issuance costs, including capitalized interest, reserve funds, discounts, legal fees, and other incidental costs of issuance. For purposes of this Service Plan, bonds means notes,bonds, certificates, debentures, loans or other evidence of indebtedness. The Town shall not be held liable for any of the District's obligations as set forth in the Service Plan. C. Mill Levy Cap The Mill Levy Cap for debt service shall be 50 mills, adjusted and released as described below. The District may assess a mill levy on all taxable property within the District as a source of revenue for repayment of debt service as well as operations and maintenance. Although the mill levy may vary depending upon the elected Board's decision to fund the projects contemplated in this Service Plan, it is estimated that the District's mill levy as set forth {00027987.DOC v:8} 11 in the Financial Plan, together with other revenues from other sources as identified in the Financial Plan, will produce revenue sufficient to support the District's debt retirement throughout the bond repayment period as well as pay for operations and maintenance expenses. In addition, the District may capitalize interest to permit payment of interest during the time lapse between development of taxable properties and the collection of tax levies therefrom. Interest income through the reinvestment of construction funds, capitalized interest and annual tax receipts will provide additional funds. These revenue sources should be sufficient to retire the proposed indebtedness if growth occurs as projected; otherwise, increases in the mill levy and/or the imposition of rates, fees and charges may be necessary. For purposes of this Section, "Debt to Assessed Valuation" shall mean the ratio of (i) the District's total outstanding general obligation debt, including the bonds proposed to be issued, to (ii)the District's assessed valuation. For any portion of its bonds or other outstanding general obligation debt to which property tax revenues are pledged as payment("Debt") with respect to which the Debt to Assessed Valuation is fifty percent(50%) or greater, the District's obligation to impose a mill levy for the payment thereof shall be subject to the Mill Levy Cap. For any portion of its Debt with respect to which the Debt to Assessed Valuation is less than fifty percent (50%), the District is permitted to impose a mill levy for the payment thereof that shall not be subject to the Mill Levy Cap. Further, in the event the method of calculating assessed valuation is changed after the date of approval of this Service Plan by any change in law, change in method of calculation, or in the event of any legislation or constitutionally mandated tax credit, cut or abatement, the Mill Levy Cap herein provided may be increased or decreased to reflect such changes, such increases or decreases to be determined by the Board in good faith (such determination to be binding and final) so that, to the extent possible, the actual tax {00027987.DOC v:8} 12 revenues generated by the Mill Levy Cap, as adjusted, are neither diminished nor enhanced as the result of such change. The assessment ratios as of January 2005 are 7.96% for residential and 29% for commercial. Once any portion of the District's debt has been determined to be not subject to the Mill Levy Cap, the District is entitled to pledge to its payment an unlimited ad valorem mill levy and the District may provide that such debt shall remain secured by such unlimited mill levy, notwithstanding any subsequent reduction in the assessed valuation of the District. To the extent that the District is composed of or subsequently organized into one or more subdistricts as permitted under Section 32-1-1101, C.R.S., the term"District" as used in this Section shall be deemed to refer to the District and to each such subdistrict separately, so that each of the subdistricts shall be treated as a separate, independent district for purposes of the application of this definition. D. Cost Summary and Bond Development The Financial Plan reflects the total amount of bonds to be sold to finance the completion, construction, acquisition and/or installation of the proposed facilities, including all costs and expenses related to the anticipated bond issuances. The amount of bonds sold will be based upon the final engineering estimates and/or actual construction contracts. Organizational costs, including, but not limited to, legal fees, and capitalized engineering costs, are anticipated to be paid from bond proceeds. The interest rates as set forth in the Financial Plan are based upon the advice of Kirkpatrick Pettis, financial advisor for the District. The Financial Plan illustrates the estimated income and expenses for the District presuming two bond issues, each maturing in thirty (30) years. The analysis reflects a total build-out period of six (6) years, starting in 2006, and a mill levy of 45 mills. The current {000279s7.DOC v:8} 13 assessed value of the property has been assumed to be -0- in the Financial Plan. It is also assumed that the assessed valuation will be realized one year after construction and that tax collections will be realized two years after initial construction. The Financial Plan contained in this Service Plan demonstrates the economic viability of the District and sets forth a reasonable estimate of growth within the development. VII. ANNUAL REPORT The District shall submit an annual report to the Town within 120 days after the conclusion of the District's fiscal year on December 31 of each year, beginning in 2007, unless waived by the Town. The report shall include the following information: A. Boundary changes made; B. Intergovernmental Agreements entered into; — C. A summary of any litigation involving the District; D. Status of construction of public improvements; E. The current assessed valuation in the District; and F. Budget for current year and the audit or audit exemption from the prior fiscal year. VIII. DISSOLUTION The District shall file a petition in the District Court for dissolution when there are no financial obligations or outstanding bonds, or any such financial obligations or outstanding bonds are adequately secured by escrow funds or securities meeting the investment requirements in Part 6 of Article 75 of Title 24, C.R.S. Dissolution of the District is subject to approval of a plan of dissolution meeting the requirements of Part 7 of Article 1 of Title 32, C.R.S., by the District Court. The District will work closely and cooperate with the Town to serve and promote the health, safety,prosperity, security and general welfare of its inhabitants. {00027987.DOC v:8} 14 IX. CONSOLIDATION The District shall not file a request with the Weld County District Court to consolidate with another District without prior written notice to the Town. X. RESOLUTION OF APPROVAL The Town's Resolution of approval of this Service Plan shall be incorporated into the petition submitting the Service Plan to the appropriate District Court. XI. NOTICE OF ORGANIZATION The current organizers of the District will take steps to insure that the landowner or developer of the property located within the District provide written notice at the time of closing to purchasers of land regarding the existence of taxes, charges or assessments which may be imposed in connection with the District. The District will also record the Order of the District Court creating the District in the real property records of the Clerk and Recorder of Weld County, Colorado, so that all future property owners within the District will have notice regarding the existence of the District. XII. CONSERVATION TRUST FUND The District shall claim no entitlement to funds from the Conservation Trust Fund which is derived from lottery proceeds without prior written consent of the Town. XIII. LANDOWNERS PUBLIC IMPROVEMENTS The creation of the District shall not relieve the landowner, its successors or assigns of the obligation to construct public improvements required by any annexation or other subdivision improvement agreement. {00027987.DOC v:8} 15 XIV. MODIFICATION OF SERVICE PLAN The District will obtain the approval of the Town, St. Vrain and Longs Peak, if applicable,before making any material modifications to this Service Plan. Material modifications include modifications of a basic or essential nature including additions to the types of services provided by the District, change in dissolution date or change in debt limit. This is not an exclusive list of all actions that may be identified as a material modification. Town approval is not required for modifications to this Service Plan necessary for the execution of financing or construction of public improvements already outlined in this Service Plan. XV. STATUTORY REOUIREMENTS It is submitted that this Service Plan meets the requirements of the Special District Control Act, meets applicable requirements of the Colorado Constitution and those of the Town. It is further submitted 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 for present and projected needs; C. The District is capable of providing economical and sufficient service within its proposed boundaries; and D. The area to be included within the District does have, and will have, the financial ability to discharge the proposed indebtedness on a reasonable basis. {00027987.DOC v:81 16 LEGAL DESCRIPTION A PARCEL OF LAND LYING WITHIN THE NORTHEAST QUARTER OF SECTION 28, TOWNSHIP 3 NORTH, RANGE 68 WEST OF THE SIXTH PRINCIPAL MERIDIAN, IN THE _ COUNTY OF WELD, STATE OF COLORADO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 28; THENCE ALONG THE EASTERLY LINE OF SAID NORTHEAST QUARTER, SOUTH 00°22'47" EAST 2651.97 FEET TO THE EAST QUARTER CORNER OF SAID SECTION 28; THENCE ALONG THE SOUTHERLY LINE OF SAID NORTHEAST QUARTER, SOUTH 89°01'14" WEST 2657.71 FEET TO THE CENTER QUARTER CORNER OF SECTION 28; THENCE ALONG THE WESTERLY LINE OF SAID NORTHEAST QUARTER, NORTH 00°05'08" WEST 2587.46 FEET TO THE SOUTHERLY RIGHT-OF-WAY OF COLORADO STATE HIGHWAY 66, BEING THE BEGINNING OF A NON-TANGENT CURVE CONCAVE NORTHERLY, HAVING _ A RADIUS OF 11505.00 FEET,THE RADIUS POINT OF SAID CURVE BEARS NORTH 00°59'33" WEST; THENCE ALONG SAID SOUTHERLY RIGHT-OF-WAY THE FOLLOWING 2 COURSES: 1) EASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 04°16'44"AN ARC LENGTH OF 859.20 FEET; 2) TANGENT TO SAID CURVE, NORTH 84°43'43" EAST 434.41 FEET TO THE NORTHERLY LINE OF SAID NORTHEAST QUARTER OF SAID SECTION 28; THENCE ALONG SAID NORTHERLY LINE, NORTH 89°01'28" EAST 1353.52 FEET TO THE POINT OF BEGINNING. CONTAINING 160.160 ACRES (6,976,536 SQ. FT.), MORE OR LESS. mo•o. p).5Nce•e:t a :C3''43- Cyr�O — _; •r 36580 `^s o= • •'4, J S # W 4141 n IIIIII 11111�No\`\\`\\`\ ROBERT D. SNODGRASS COLORADO REGISTERED PROFESSIONAL LAND SURVEYOR, P.L.S. 36580 FOR AND ON BEHALF OF AZTEC CONSULTANTS, INC. The above and foregoing describes a surface estate only. Expressly excluded from this legal description are any estates below the surface including oil, gas and other minerals (including sand and gravel) and any related rights of surface use. 100032719.DOC vi)13004-08,09-22-2004 Page 1 of 1 EXHIBIT B District Map {00027987.DOC v:8) DISTRICT BOUNDARY NE COR SEC.28 T3N : • : — • ENT: -- I ��1111111/� I - k� � I ,��/11�1111-11111 ham_ _D n I1 ! — I - - - - � I• I I • I I 111s�l, - _� I I I — _ I i I_ 1 _li il.7, --,41 CEN SEC 28 E 1/4 COR. SEC 2: it- EXHIBIT — LIBERTY RAN 3/05 — INMINEEAINA PARTNER- 500 250 0 500 1000 Ep) z6 w. Dry Creek Circle,$ 600 Littleton,Colorado 80 Tel.(303)703-4444 SCALE: 1" = 500' Fax(303)703-4530 EXHIBIT C Vicinity Map (00027987:DOC v:8} — vn_ ' -j jbYMt Q'J• .. -''-Mdajl Town Lifiit ' «aev «x �) _ .... jt_ .. i. . ^ hl Tr i 'f I I .$► y r IF�Ff __ Proiect Site I, 7 ben y� t wanaa r I , c ` y ` . a onari #nt , 240 � I z$7 ) EXHIBIT - — UBERTY RANCH 3/05 EP) ENGINEERING 2PA6iNENS,e — 5000 2500 0 5000 10000 26 W.Dry Creek Circle,Suite00 Littlemn,Colorado H01206 Tel.(303)703-4444 SCALE: 1" = 5000' F'ax(303)703 4530 - NE COR SEC.28 T3N, R68W, 6TH P.M. PT. • i 0 I I - / N. 1 L _ i - --i I-- I --4 i I III_ -- 4 'rr - _ I LL; No imir z/ Ilmil c3/ ) I - / ( - r___>1/ I 1II - - SI � / C-- I i i ..../ \----- CEN SEC 28 _ E 1/4 CUR. 2 I LEGEND EXHIBITSEC - I - ROAD IMPROVEMENTS LIBERTY RAN CNTY RD 5.5 PERIMETER RD IMPRO MENTS iiiiii CNN RD 7 3/05- SH 66 ENGINEERING MINERS, 500 250 0 500 1000 ( 1h) I 26 W.Dry Creek Circle,Suit 600 Littleton,Colorado 8012 Tel.(303)703-4444 SCALE: 1" = 500' Fax(303)703-4530 NE COR SEC.28 T3N : a • • NCEMENT //III�I► 1 n__ L i- _ o„g /�1 �IuIII _ ►- :;§ /11►�, a I = _, BRANDING IRON WA - T �EN SEC 28 E 1/4 COR. SEC 2 LEGEND 1 SWEETS EXHIBIT - STREET IMPRO ENTS LIBERTY RANCH 3/05 EP) 2 ENGINEERING MIT RNESSt 500 250 0 500 1000 26 W.D Dry Creek Circle,Suit 600 Littleton,Colorado 8012 Tel.(303)703-4444 SCALE: 1" = 500' Fax(703)703-4530 EXHIBIT E Water Distribution System {00027987.DOC v:8} NE COR SEC.28 T3N - - _ 11rrr1111hIlIIISIP I' L NW n -- Iastammunsmit EN SEC 28 E 1/4 COR. SEC 28-/- LEGEND EXHIBIT - - WATER LINES UBERTY RANCH ` ONSITE DOMESTIC WATER 3/05 ENGINEERING PARTIN,Mt - 500 250 0 500 1000 EP) 26 W.Dry Creek Circle,Suit 600 Littleton,Colorado 80121 Tel.(303)703-4444 SCALE: 1" = 500' Fax(303)703-4530 ' County d 38 County Rd 38 County Rd 38 County Rd 38 U — ara o • /•.• :11] e wi{S�N:�i� Io Ce ili r o p a .III 7■■■`r�a4 s �_ li R. ■■�. 10_ Rd " � nt Rd36 � County Rd 36 .��. out d3: Y Im— ai I4 i U A 6E ARE , EDWARD .. �; la og — r MARGARET HOOGtAND a HULKS JOHNSON t11ENBERGER�� I RUSSELL 4••••w • �r: eial' s ti EA I t t — � fl T + I PRPA ir •11/1 ; County Rd 34 ..Jt Ft County Rd _ .-.-,,. x 'o NOW ON \• •/ ,icr1N g I STATE OF COLORADO n Bill GS FARM FISH C PARMERSXP — N "3 T.Wu iL -�%�N , �Uhl�a•UEE I��i .���n� .�f LON ESTATES q ♦��Y_I/•.•r�ia■ +111 ,R.■ HLL ■ (ems all�ll lllllll�l 5 �, TRACTS TRUST rn ® rI■f IYERL �` , ■• O cd Ire iii uwARNER ccEt — z■r SMALL _ICI T ; CI R °a■i1 G1T aa• �' ■♦I CA t-— ■ 83 HALEY HALEY ,A HIGHLAND ifk�?!1 ' D ,LARRY �. 1'■■— elf �'1i"i■i:i� i■� to ❑ : �R!AIA , o j --�' YAC �.d1l� 1� 3 _ DOWELL a Vii .■� N. j .a Y — ,.I 0(iLWDER� -O CEWTtX PARL6 I f-'MILEY '"a ; — •••t co SHER ooRR — [n a.°o 000 9 n-1 2 1N11 S��,R _ , OOCHEFE - HERGENR11-r �SIAIER Cl- -i a,I �,y, QUAILS O I o u RrvFSTMENIiii4 County Rd 28 ;o unty Rd 28 444 YamuA .1V m 6- I Woeaa1 — 3 ! Conn -.o Pr Inposed / 1 • s HK.YI i yE a w b" 1 Nf,,. .� ConnedtoExis6nc � BETTY ANNE 3 = 1 NEWBY �'� er Ling I ¢ OPEN ,, County Rd 26 ^ a !J U \ County Rd 26 9ATIMAS BACON 9 FIDRmGE 7DAJECT r.� CHRISTIAN latGllONi CHURCH 1'1 ■ A fI14�I:wIpJI,: ❑ B P 1 zz . ��/44ap . s- stole FIWy 1 1' �-q pT ,•--nn_.• 1 r1l i I I,I I ILCI I y K ' . N 6 A 1 6 e EXHIBIT F Sanitation/Drainage System {00027987.DOC v:8} NE COR SEC.28 T3N - - = i/rsl11111111► it it - . 1� HI III (Ill - 11i11■i fj ' - -- ALL SANITARY SEWER TO BE 8" DIA WHIM • EN SEC 28 E 1/4 COR. SEC 28 _ LEGEND EXHIBIT - - SANITARY SEWER LIBERTY RANCH ONSITE SANITAR SEWER 3/05 ENGINEERING PRRINERS, 500 250 0 500 1000 EP) 26 W.Dry Creek Circle,Suit 600 Littleton,Colorado 8012 Tel.(303)70341444 SCALE: 1" = 500' Fax(703)7074570 ' NE COR SEC.28 T3N : • s , - - - �►11 H � = I EN SEC 28 _ E 1/4 COR. SEC 28 LEGEND - STORM PIPE = IMPROVED CHANNEL EXHIBIT - RF`�' LIBERTY R 'NCH 0STORM DR INAGE 43 3/05 IN NEERIN6 PART RS 500 250 0 500 1000 26 .Dry Creek Circl Suite 600 ittleton,Colorado 0120 Tel.(303)703-4 44 SCALE: 1" = 500 Fax(303)703-4 30 i i I i ICI man I I I I I i i I I I I lea,Norm.)01.]ON 1441 I W teem*weal Yes4v,wojesY1fa• VICUI L•Min F I POOH 901 ,(lunoa BOULDER COUNTY •oo, out R uno pooH aurl Alu pain au? Alu re,re, awl Aluno WE LD C U I �� • �: �_� JFSSE .a z 0.0ptlglE2 i ��_ r B LN4�'S , Ja} 1� �• i lyp A g,Xi �1 ' M. Z 4 i con._j6___c 1ls 1� Juno i r N C •- _ - pas 111 (�9 m N �I 1 ..z, e lit";L0NGVIEW14. 0 " n .nI' n _ 7g .PP --- : ■nom / III o Ft L F9 .tr,....� .. • L:��� ��li�l�� 1 o,rrW a ___ fig= �O E9 :! I/� pv..■, ry SZ ik _.� ^ N A / it ?� CD o 11 Gdoi Il O• E{ I its op , 7 J 159-kitm 0 ) i 1130 �6 f I > > P r� a 10t0 2000 4000St.VrainSaniledonfishict TETRATECH RMC i— 4 - Proposed Water&Sewer Routes 1100IL SUNSET ST.SUITE 1F,ILlf GM0NT,CO MI 25 October 2004 Creek Line Service Area TEL 933.77L5012 memoaol.assigessrwscsmnenaoeo EXHIBIT G Public Improvements Cost Estimate {00027987 DOC v:8} -- (p) ENGINEERING PARTNERS,INC. 26 W.DRY CREEK CIRCLE,SUITE 600 LITTLETON,COLORADO 80120 Phone 303-703-4444 Fax 303-703-4530 - - ENGINEERING OPINION OF COST FOR LIBERTY RANCH — March 2005 _ UNIT ONSITE STREETS QUANTITY UNIT COST TOTAL 7.5" THICK AC PAVEMENT 32,821 TONS 60.00 $1,969,260 - 4" CURB/GUTTER/WALK 33942 LF 22.00 $746,724 8' CROSSPAN 9 EA 8000.00 $72,000 6" VERT CURB 8481 LF 18.00 $152,658 - 5' S/W 4712 SY 35.00 $164,920 STREET SIGNS 46 EA 300.00 $13,800 BLDG DEMOLITION 1 LS 50000.00 $50,000 - CUT 120000 CY, 1.75 $210,000 4" GAS LINE RELOCATION 4450 LF 16.00 $71,200 18" PVT. IRR1G. LINE 2888 LF 38.00 $109,744 - IRRIG MANHOLE 10 EA 2600.00 $26,000 ENGINEERING DESIGN 1 LS 95000.00 $95,000 _ CONSTRUCTION STAKING 1 LS 65000.00 $65,000 INSPECTION AND TESTING 1 LS 35000.00 $35,000 PERMITS 1 LS 10000.00 $10,000 _. SILT FENCE 6000 LF 2.50 $15,000 STRAW BALES 300 EA 6.00 $1,800 SEED/MULCH 10 AC 1500.00 $15,000 ONSITE STORM DRAINAGE 18" RCP 1394 LF 38.00 $52,972 - 24" RCP 3825 LF 54.00 $206,550 30" RCP 1047 LF 70.00 $73,290 36" RCP 287 LF 80.00 $22,960 - 42" RCP 431 LF 85.00 $36,635 48" RCP 617 LF 90.00 $55,530 54" RCP 330 LF 110.00 $36,300 _ 10' TYPE R INLET 37 EA 8200.00 $303,400 STORM MANHOLE 55 EA 7500.00 $412,500 TYPE C INLET 2 EA 4500.00 $9,000 - DEBRIS REMOVAL- SANBORN 1 LS 80000.00 $80,000 DETENTION STORAGE - SANBORN 1 LS 120000.00 $120,000 ENGINEERING DESIGN 1 LS 50000.00 $50,000 CONSTRUCTION STAKING 1 LS 30000.00 $30,000 INSPECTION AND TESTING 1 LS 18000.00 $18,000 PERMITS 1 LS 5000.00 $5,000 - ONSITE WATER 8" PVC 16177 LF 34.00 $550,018 - 8" GATE VALVE 60 EA 2900.00 $174,000 2" B.O. 6 EA 1600.00 $9,600 - 6" F.H.COMPLETE 41 EA 2200.00 $90,200 12" PVC 6996 LF 54.00 $377,784 12" GATE VALVE 25 EA 4100.00 $102,500 - 3/4" SERVICES 380 EA 600.00 $228,000 ENGINEERING DESIGN 1 LS 42000.00 $42,000 CONSTRUCTION STAKING 1 LS 40000.00 $40,000 INSPECTION AND TESTING 1 LS 30000.00 $30,000 PERMITS • 1 LS 12000.00 $12,000 - ONSITE SEWER • 8" PVC STANDARD DEPTH 19161 LF 36.00 $689,796 10" PVC STANDARD DEPTH 1529 LF 44.00 $67,276 - MANHOLES 74 EA 2800.00 $207,200 4" SEWER SERVICE 380 EA 600.00 $228,000 - ENGINEERING DESIGN 1 LS 56000.00 $56,000 CONSTRUCTION STAKING 1 LS 48000.00 $48,000 INSPECTION AND TESTING 1 LS 30000.00 $30,000 - PERMITS 1 LS 12000.00 $12,000 - PERIMETER STREETS 8-1/2"THICK AC PAVEMENT 16978 TONS 60.00 $1,018,680 8'TRAIL 4870 SY 35.00 $170,450 - 30" IRRIG. LINE 624 LF 55.00 $34,320 24" IRRIG LINE 2150 LF 46.00 $98,900 18: IRRIG LINE 242 LF 38.00 $9,196 - SIGNALIZATION HWY 66/7 1 EA 225000.00 $225,000 SIGNALIZATION HWY 66/5.5 1 EA 300000.00 $300,000 - 6" VERTICAL C&G 6000 LF 18.00 $108,000 IRRIG BOX 1 LS 5000.00 $5,000 IRRIG MANHOLE 5 EA 2200.00 $11,000 - IRRIG BOX 1 LS 3500.00 $3,500 SIGNAGE 30 EA 300.00 $9,000 STRIPING 1 LS 25000.00 $25,000 TREE REMOVAL 1 LS 20000.00 $20,000 ENGINEERING DESIGN I LS 92000.00 $92,000 CONSTRUCTION STAKING 1 LS 68000.00 $68,000 INSPECTION AND TESTING 1 LS 52000.00 $52,000 PERMITS 1 LS 30000.00 $30,000 SUB TOTAL $10,609,663 15% CONTINGENCY $1,591,450 TOTAL $12,201,113 LIBERTY RANCH METROPOLITAN DISTRICT OFF-SITE IMPROVEMENT COST ESTIMATES Off-site sewer line $3,500,000 Off-site water line $7,500,000 • (00032716.DOC v:1 EXHIBIT H Financial Plan {00027987.DOC v:8) I 1 I.. I I I I I I I I I t I l I I I I Page 1 o13 LIBERTY RANCH METROPOLITAN DISTRICT Development Projection at 40.00 Mills ler Debt Service Ser.2008 6 2011 Bond Issues,Non-Rated,30-yr maturities Residential Planedmenloped l 07% CommerNal Mel Value Mod Value Mao Vain. Mel Value 80.4 Value 'Moi a ML lnrpno Total ennnil 07.14%a 0 20%.8 Total Biennia 0 20%of Total Mel Avail Taal OMnnnp Ten on Cam. Complied Rn.[aaaml Cumulative Metal Value Cunutuw semi Taloa Complete Cumulative Menem Value Amend Ma IonIer Comet.. 010%M Total Surplus 45 YEAR Reel unit. 2% Market Value 2-rte Mortal Value 2.r Somme 2% Mantel Vella a.rla Value 0454 Some. ea% P Tams Feel Fees 2% 2004 $0 $0 $ 2005 $0 $0 $0 $ $ $ $0 40.000 $0 $0 $0 $0 2006 0 0 0 1,146,833 $ 0 0 40.000 10 $0 $0 0 2007 4 11.931,649 0 1.255,059 0 40.000 0 0 94,000 0 2008 5 238,533 25,497.562 0 2,014,384 332.58 0 332.552 40.000 13.037 1,304 102.000 1,880 2009 7 47,301,898 949.759 2,255.284 364.19 1.313,958 40.000 51.507 5.151 152,000 4.244 2010 8 946.038 73,148,089 2.029.606 5,490,835 584,17 0 2.613.777 40.000 102,480 10.246 168,000 8,502 I 2011 7 95,248,747 3.165,231 542.025 654,03 352,53 39,735,064 4,419,263 40.000 173.235 17,324 320.41 8,562 2012 1 1,904,975 103.379.886 5,822,588 0 1,592.34 794,701 40.529.768 7,414.930 40.000 290,665 29,067 36,000 14,397 2013 103,379.866 7.561.800 0 157,1$ 40,529766 11.523.159 19,262.156 40.000 755,077 75.508 16.542 2014 2067.598 105.447.483 5,229,039 0 810,595 41,340,361 11,753,832 19,952.671 40,000 763,321 75,]32 16,488 2015 105,447,483 5,229.039 0 41,340.361 11,753,632 19,952,671 40.000 753,321 78.332 16,571 2016 2,108,950 107.556.433 8,393,620 0 626,807 42,167,168 11968,705 20.352.324 40.000 798,987 793199 16.693 2017 107,556.433 8,393,620 0 42,167,160 11.988.705 20,382,324 40.000 798657 79,899 16,999 2018 2,151,129 109,707,562 8,561,492 0 543,343 43,010,512 12,228,479 20.759,971 40.000 814,967 81.497 17,305 2019 109,707.562 6,561,492 43.010.512 12,228,479 20.789,971 40.000 814,967 81,497 17,741 2020 2,194,151 111,901,713 8,732,722 860.210 43,870,722 12,473,046 21,205,770 40.000 831,268 83,127 18,108 2021 111,901,713 8732,722 43,870.722 12,473,045 21,205,770 40.000 831,266 63,127 16,430 2022 2,238,034 114.139.747 6,907,376 877,414 44,746,138 12,722,509 21.629.880 40.000 847,892 54,789 4.000 2023 114.139,147 8,907,376 44,746,136 12,722.509 21,829,856 40.000 547,892 84,789 4,000 2024 2,282,795 116.422,542 9,085,524 694.963 45,643,099 12,976,959 22,062,483 40.000 864,849 86,485 4,000 2025 116,422,542 9,085,524 45,643,099 12,976,959 22.062,463 40.000 864,549 56,485 4,000 2026 2328.451 118,750,993 9,267,234 912,662 46,555,961 13,236,499 22,503,733 40.000 882.146 88,215 4.000 2027 118.750.993 9.267,234 46,555,961 13.236,499 22,503,733 40.000 582,146 68.215 4,000 2028 2.375.020 121.126,013 9.452,579 • 931,119 47,487.080 13,501,229 22,953,808 40.000 899,789 89,979 4,000 2029 121.126.013 9,452,579 47,487.080 13,501,229 22,953.805 40.000 699,189 89.979 4,000 2030 2,422.520 123,548,533 8,641,631 949,742 48,436,822 13,771,253 23,412,584 40.000 917,785 91.779 4,000 2031 123,548,533 9,641,631 48,436,822 13.771,253 23,412,654 40.000 917,755 91,779 4,000 2032 2,470,971 126,019,504 9,534,463 968,736 49,405,556 14.046.678 23,861,142 40.000 936,141 93.614 4,000 2033 126,019,504 9,834,463 49,405,558 14,046,878 23,881,142 40.000 936,141 93.614 4.000 2034 2,520,390 128,539,894 10,031,152 988,111 50,393,669 14,327,612 24,358,764 40.000 954.564 95,486 4,000 2035 120,539,094 10,031.152 50,393,669 14,327,612 24,358,764 40.000 954.564 95,486 4,000 2036 2,570,798 131.110,692 10.231,776 1,007,873 51,401,543 14,614,164 24,845.940 40.000 973,961 97,396 4,000 2037 131.110.692 10,231,776 • 51,401,543 14,614,164 24,545.940 40.000 973,961 97,396 4,000 2038 2.622,214 133,732,905 10,436,411 1.025.031 52,429,574 14,906,447 25,342,858 40.000 993,440 99.344 4,000 2039 133.732,905 10,43fi 411 . 52.429,574 14,906,447 25,342,858 40.000 993,440 99,344 4.000 2040 2.674.655 136,407,584 10,645,139 1,048,591 53,475,165 15,204,575 25,549,716 40.000 1,013,309 101,331 4.000 2041 136,407.554 10.645.139 53476,155 15,204,576 25,819716 40.000 1,013,30 101.331 4,000 2042 2728151 139.135,715 10,858.042 1.069,563 54.547.728 15.508.668 26,366,710 0.000 0 4.000 2043 139.135.715 10.856042 54,547.726 15,508,668 28,366,710 0.000 0 4,000 2044 2.782.714 141,918,429 11,075,203 1,093955 55,636663 15,516,841 25.694,044 0000 0 4,000 2045 11.075,203 15,016841 26894,044 0.000 0 4,000 2046 11.296,707 16,135,216 27,431,925 0.000 0 4000 348 41.628.189 352,836 15,903,619 26,411,41 2641.141 872,418 292.922 • 3,25/2005 0 LRMO Fin Plan 05.115 NR Fin Plan Prepared by Kirkpatrick Pettis 1 I I I I } I I I } I 1 1 1 i } } Page 2 of 3 LIBERTY RANCH METROPOLITAN DISTRICT 7x41 suer P.,: 11,286,000 Development Protection at 40.00 Mille for Debt Service Ser.2008 I.2011 Dodd Issues,Non-Rated,30-yr maturities S.,YOOS Bar.5011 MAX r...w 51,150,080 Par 61,24SON P., Surplus Mnar mammas. Taal NH 12.712 MME 320.151208 MA) Release@ Cumulative 0.0204. of current yen Available Mel Peet MM Dal Annual %M WA burplue A..nW Converted YEAS Revenue SeMee service Serpi. IS$100,000 $1,131,000 Target Retie leAV 2034 0 0 Ns 2005 10 0 0 Ns 0 2006 10 0 0 Na 332.582 2007 94,000 94.000 94,000 Na 1.313.956 2008 118,221 SO 118,221 212,221 941% 2,613,777 2009 212,902 0 212,902 425,123 240% 4,419,263 2010 269,209 251.250 7,959 433.082 119% 7.414.930 2011 519.836 232,875 SO 286783 719,845 257% 19,262,158 2012 310.129 247.815 0 , 122.254 842.099 153% 19,982,571 2013 847,426 246.750 618,375 (17,899) 524,400 59% 19.982.671 2014 878,141 255.625 618,375 4,141 828,541 67% 20,382,324 2015 878,224 253,150 618,375 6.099 834.639 56% 20,362.324 2016 595,579 256,815 623,375 15,329 849068 55% 20,769,971 2017 895,885 259,625 618,000 18,260 865,226 55% 20,789,911 2018 913,826 267,000 628.000 18,828 887,056 54% 21,206.770 2019 914.205 283,625 832,250 16.330 905.386 53% 2020 932,501 270,250 648,125 16,126 921.511 52% 2021 932,823 271,125 1,376,875 (717,177) 4.334 200,000 48% 2022 936,681 276.625 656,500 3,556 3.556 200.000 46% 2023 936,661 215,375 659,000 1.306 1,306 200000 45% 2024 955,334 280.750 670.750 3,834 3.834 200,000 44% 2025 955.334 219.375 671,000 4,959 4,959 200,000 42% 2026 914.361 287,625 680,500 6,236 6.236 200,000 40% 2027 974,361 284,750 663,500 6.111 6.111 200,000 39% 2028 993768 291,500 700,375 1,593 1,893 200,000 37% 2029 993,768 292.125 700,000 1,843 1.643 200,000 35% 2030 1,013,564 297,000 713.500 3,064 3,064 200,000 33% 2031 1,013,564 295,750 714,750 3,084 3,084 200,000 31% 2032 1.033,755 303.750 724.500 5.505 5,505 200.000 29% 2033 1,033.755 305,250 727.000 1.505 1,505 200,000 26% 2034 1,054,350 310.625 737.625 6.100 6,100 200,000 24% 2035 1,054.350 309,500 140.625 4,225 4.225 200,000 21% 2036 1.075,357 317,250 751.375 0,732 6,732 200,000 18% 2037 1.015,357 318.125 754.125 3,107 3.101 200,000 15% 2036 1,096.784 322,500 769,250 5,034 5,034 200,000 11% 2039 1,096,784 0 1,090.625 6.159 6.159 200,000 8% 2040 1,116,640 0 1,115,000 3,640 3,640 200,000 4% 2041 1,118,640 0 1,112.625 6.015 6.015 200,000 0% 2042 4,000 0 0 4,000 4.000 200,000 0% 2043 4,000 0 0 4000 4,000 209000 0% 2044 4,000 0 0 4,000 4,000 200.000 0% 2045 4,000 0 0 4,003 4.000 200.000 0% 2046 4.000 0 0 4.000 4,000 200,000 0% i 30.217,896 8.155.500 21,754,375 308,021 108.021 IOwxw5 mv4ODI IOIMWS II 0460/ 1,292005 D LRMD Fin Plan 05 xis NR Fin Plan Prepared by Kirkpatrick Pettis I I I 1 I ) 1 I l i I 7 ! [ I C I I Page 3 013 LIBERTY RANCH METROPOLITAN DISTRICT Operations Revenue and Expense Projection I Lees District Specific opereuene• Total Total Ownership Ten TOW el 116.00e Developer OeneYMr W °peens Collections O10%of 4rehlYY MR.01%M e4venue Per Repayment/sr Mnoel YEAR Value Mil Le N% Pre' Texas Per OAS rnaz 3.0 mine melons O rYYne Su We 2004 0 5.000 0 0 0 2005 0 5.000 0 0 0 2006 0 5.000 0 0 0 2007 0 5.000 0 0 0 ! 2008 332,582 5.000 1,630 163 1,793 2009 1.313,958 5.000 6,438 644 7.082 75,000 67.91 2010 2,613,777 5.000 12.808 1281 14,088 75,750 61,66 2011 4,419.263 5.000 21.654 2,165 23.820 78.508 52.68 2012 7.414,930 5.000 36.333 3,633 39,986 77,273 37.306 2013 19,262,158 5.000 94.385 9,438 103,823 78.045 25.77 2014 19,982,671 5.000 97,915 9.792 107.707 78,828 2988 2015 19,982,671 5.000 97,915 ' 9.792 107,707 79.614 28.093 2016 20.382.324 5.000 99.873 9.967 109,861 80,410 29,45 2017 20,392.324 5.000 99.873 9,987 109,861 81,214 28,64 2018 20,789,971 5.003 101,871 10.187 112.058 82.026 30.03 2019 20,789,971 5.000 101,871 10.107 112,058 82,847 29,21 2020 21.205.770 5.000 103,908 10,391 114,299 83,675 19,482 11,14 2021 21,205.770 3.697 76.829 7.683 84,512 84,512 2022 21.629,886 3.661 77.597 7,760 85,357 85.357 2023 21.629,586 3.697 78.373 7,837 86,211 86,211 2024 22.062.483 3.661 79,157 7,916 •87.073 87,073 2025 22,062.483 3.698 79,949 7,995 87.943 87,943 2026 22,503.733 3.661 80,748 8,075 88.823 88,823 2027 22,503.733 3.696 51,556 8,156 89.711 89,711 2028 22,953,808 3.662 82,371 8,237 90.608 ' 90,608 2029 22,953,808 3.698 83,195 8,319 91,514 91.514 2030 23,412,884 3.662 84.027 8,403 92,429 92.429 2031 23,412.884 3.699 84,867 8,487 93,354 93,354 2032 23,881.142 3.663 85.716 8.572 94,287 94.287 2033 23.881.142 3.699 86.573 8.657 95.230 95,230 2034 24,358.784 3.663 87.439 8.744 96,182 96.182 2035 24.358.784 3.699 88.313 8.831 97,144 97,144 2036 24,845.940 3.663 89.196 8.920 98,116 98,116 2037 24.845.940 3.700 90,088 9.009 99.097 99,097 2038 25.342.858 3.864 90.989 9,099 100.088 100.088 2039 25,342,858 3.700 91,899 9,190 101.089 101,089 2040 25.649.716 3.864 92,818 9.282 102,103 102,100 2041 25.649.716 3701 93.746 9.375 103,121 103.121 2042 26.366710 3.664 94.683 9.468 104,152 104.152 2043 29366,710 3.701 95.630 9,563 105.193 105.193 2044 26.894.044 3.665 96.587 9.859 106.245 136.245 2045 28.894.044 3.701 97,552 9.755 107,308 107.308 2046 27.431,925 3,665 98,528 9,853 108.381 108,381 219,57 219.57 11.142 3/25/2005 0 LRMD Fin Plan 05.afs NR Fin Plan Prepared by Kirkpatrick Pettis ) I It I I I I I I I 1 t I I I ) I I Page 2 of 2 LIBERTY RANCH METROPOLITAN DISTRICT Development Projection(updated 3/23/05) • Commercial Commercial Summary 27 Acres et.3 F.A.R Incr/(Decr)In Price Finished Lot Square Ft par Sq Ft, Total Cumulative Total Commercial Value of SF Value Completed Inflated® Market Commercial Commercial Commercial Facility Fees Platted I YEAR Deward 10% 35x606 to el 2% Value Market Value Market Value SF Completed $0.50/SF Dwalo ed Lots 2004 $0 0 $0.00 $0 $0 0 0 $0 $0 2005 0 0 $100.00 0 0 0 0 0 0 2006 0 0 102.00 0 • 0 0 0 0 1,146,833 2007 0 0 104.04 0 0 0 0 0 109,026 2008 0 0 106.12 0 0 0 0 0 758,524 2009 0 0 108.24 0 0 0 0 0 240,900 2010 352,83 3,528,360 0 110.41 0 0 0 0 0 3,235,552 2011 (3,528.360) 352,836 112.62 39,735,064 39,735.064 39.735.064 352,836 176,418 (4,948,810) 2012 0 0 114.87 0 0 39,735,064 0 0 (542,025) 2013 0 0 117.17 0 0 39,735.064 0 0 0 2014 0 0 119.51 0 0 39,735,064 0 0 0 2015 0 0 121.90 0 0 39.735,064 0 0 0 2016 0 0 124.34 0 0 39,735,064 0 0 0 2017 0 0 126.82 0 0 39,735,064 0 0 0 2018 0 0 129.38 0 0 39,735,064 0 0 0 352,836 0 352,836 39,735,064 39,735,064 352,836 176,418 0 • 3/25/2005 0 LRMD Fin Plan 05.xls Abs Prepared by Kirkpatrick Pettis } I Ili. I I I 1 T. I 1 I I I ti I I Page 1 of 2 LIBERTY RANCH METROPOLITAN DISTRICT Development Projection(updated 3/23/05) Residential Development Residential Summary Horizons SFDs Americana EFDs Ina/poor)In Incr/(D.cr)in All Ro'l Finished Lot a Units Price Finished Lot a Units Price Total Cumulative Total Facility Fees a Lots Value C Completed Inflated C Market a Lots Value C Completed Inflated et Market Residential Residential $FD per unit a YEAR Derel'd 10% 225 to et 2% Value Deval'd 10% 120 M et 2% Value Market Value Market Value Reel Units 22,000 • 2004 0 SO 0 SO SO 0 SO 0 SO SO SO 0 0 SO 2005 0 0 0 244.007 0 0 0 0 301,125 0 0 0 0 0 2006 47 1,146,833 0 248,887 0 0 0 0 307,148 0 0 0 0 0 2007 49 48.801 47 253,865 11,931,649 2 60,225 0 313,290 0 11,931.649 11,931,649 47 94,000 2008 48 (24,401) 49 258,942 12,688.167 28 782,925 2 319,556 639,113 13,327,279 25,258,929 51 102,000 2009 48 0 48 284,121 12.677.809 36 240,900 28 325,947 9,126,527 21,804,336 47.063,265 76 152,000 2010 36 (292,808) 48 269.403 12,931,365 36 0 36 332,466 11,968,788 24,900,153 71,963,418 84 168,000 2011 0 (878,425) 36 274,792 9.892,494 18 (542,025) 36 339,116 12,208,184 22100,658 94,084,076 72 144,000 2012 0 0 0 280.287 0 0 (542,025) . 18 345,898 6.226,163 6,226,163 100,290,240 18 36.000 2013 0 0 0 285,893 0 0 0 0 352,816 0 0 100,290.240 0 0 2014 0 0 0 291,611 0 0 0 0 359,872 0 0 100,290,240 0 0 2015 0 0 0 297,443 0 0 0 0 367,070 0 0 100,290,240 0 0 2016 0 0 0 303,392 0 0 0 0 374,411 0 0 100,290,240 0 0 2017 0 0 0 309,460 0 0 0 0 381,899 0 0 100,290,240 0 0 2018 0 0 0 315,649 0 0 0 0 389,537 0 0 100,290,240 0 0 228 0 228 60,121,485 120 .0 120 40,168,754 100,290,240 348 696,000 3/25/2005 D LRMD An Plan 05.xis Abs Prepared by Kirkpatrick Pettis SOURCES AND USES OF FUNDS ,...- LIBERTY RANCH METROPOLITAN DISTRICT SERIES 2008 G.O.BONDS 30-year final maturity, Non-Rated Bonds Dated Date 12/01/2008 Delivery Date 12/01/2008 Sources: Bond Proceeds: Par Amount 3,150,000.00 3,150,000.00 Uses: �,. Project Fund Deposits: Project Funds 2,792,106.99 Other Fund Deposits: Capitalized Interest 231,893.01 Delivery Date Expenses: Cost of Issuance 126,000,00 3,150,000.00 • -a Mar 25,2005 2:01 pm Prepared by Kirkpatrick Penis (Finance 5.013 Liberty Ranch MO 04:DMAR2305-08NR40D) Page 1 BOND DEBT SERVICE LIBERTY RANCH METROPOLITAN DISTRICT ` SERIES 2008 G.O.BONDS 30-year final maturity,Non-Rated Bonds Dated Date 12/01/2008 Delivery Date 12/01/2008 Period Annual Debt Ending Principal Coupon Interest Debt Service Service 12/01/2008 06/01/2009 118,125.00 118,125.00 12/01/2009 118,125.00 118,125.00 236.250 06/01/2010 118,125.00 118,125.00 '-' 12/01/2010 45,000 7.500% 118,125.00 163,125.00 281,250 06/01/2011 116,437.50 116,437.50 12/01/2011 116,437.50 116,437.50 232,875 06/01/2012 116,437.50 116,437.50 12/01/2012 15,000 7.500% 116,437.50 131,437.50 247,875 r. 06/01/2013 115,875.00 115,875.00 12/01/2013 15,000 7.500% 115,875.00 130,875.00 246,750 06/01/2014 115.312.50 115,312.50 12/012014 25,000 7.500% 115,312.50 140,312.50 255,625 06/01/2015 114,375.00 114,375.00 - 12/01/2015 25,000 7.500% 114,375.00 139,375.00 253,750 06/01/2016 113,437.50 113,437.50 12/01/2016 30,000 7.500% 113,437.50 143,437.50 256,875 06/01/2017 112,312.50 112,312.50 12/01/2017 35,000 7.500% 112,312.50 147,312.50 259,625 06/01/2018 111,000.00 111,000.00 12/012018 45,000 7.500% 111,000.00 156,000.00 267,000 06/01/2019 109,312.50 109,312.50 12/01/2019 45,000 7.500% 109,312.50 154,312.50 263,625 06/01/2020 107,625.00 107,625.00 12/01/2020 55,000 7.500% 107,625.00 162,625.00 270,250 . 06/01/2021 105,562.50 105,562.50 12/01/2021 60,000 7.500% 105,562.50 165,562.50 271,125 06/01/2022 103,312.50 103,312.50 12101/2022 70,000 7.500% 103,312.50 173,312.50 276,625 06/01/2023 100,687.50 100,687.50 12/01/2023 75,000 7.500% 100,687.50 175,687.50 276,375 06/01/2024 97,875.00 97,875.00 12/01(2024 85,000 7.500% 97,875.00 182.875.00 280,750 06/012025 94,687.50 94,687.50 12/01/2025 90,000 7.500% 94,687.50 184,687.50 279,375 -- 06/01/2026 91,312.50 91,312.50 12/01/2026 105,000 7.500% 91,312.50 196,312.50 287,625 06/01/2027 87,375.00 87,375.00 12/01/2027 110,000 7.500% 87,375.00 197,375.00 284,750 06/01/2028 83,250.00 83,250.00 12/01/2028 125,000 7.500% 83,250.00 208,250.00 291,500 06/012029 78,562.50 78,562.50 12/01/2029 135,000 7.500% 78,562.50 213,562.50 292.125 06/01/2030 73,500.00 73,500.00 12/01/2030 150,000 7.500% 73,500.00 223,500.00 297,000 06/01/2031 67,875.00 67,875.00 12/01/2031 160,000 7.500% 67,875.00 227,875.00 295,750 06/01/2032 61,875.00 61,875.00 12/01/2032 180,000 7.500% 61,875.00 241,875.00 303.750 06/01/2033 55,125.00 55,125.00 — 12/01/2033 195,000 7.500% 55,125.00 250,125.00 305,250 06/01/2034 47,812.50 47,812.50 12/01/2034 215,000 7.500% 47,812.50 262,812.50 310,625 06/01/2035 39,750.00 39,750.00 12/01/2035 230,000 7.500% 39,750.00 269.750.00 309,500 06/01/2036 31,125.00 31,125.00 — 12/01/2036 255,000 7.500% 31,125.00 286,125.00 317,250 06/01/2037 21,562.50 21,562.50 12/01/2037 275,000 7.500% 21,562.50 296,562.50 318,125 06/01/2038 11,250.00 11,250.00 12/01/2038 300,000 7.500% 11,250.00 311,250.00 322,500 3,150,000 5,241,750.00 8,391,750.00 8,391,750 Mar 25,2005 2:01 pm Prepared by Kirkpatrick Pettis (Finance 5.013 Liberty Ranch MD 04:DMAR2305-0BNR40D) Page 2 NET DEBT SERVICE - LIBERTY RANCH METROPOLITAN DISTRICT SERIES 2008 G.O.BONDS 30-year final maturity,Non-Rated Bonds �_ Total Capitalized Net Annual Date Principal Interest Debt Service Interest Debt Service Net D/S 06/01/2009 118,125.00 118,125.00 118,125 12/01/2009 118,125.00 118,125.00 118,125 06/01/2010 118,125.00 118,125.00 118,125.00 12/01/2010 45,000 118,125.00 163,125.00 163,125.00 281,250 06/01/2011 116,437.50 116,437.50 116,437.50 12/01/2011 116,437.50 116,437.50 116.43750 232,875 06/01/2012 116,437.50 116,437.50 116,437.50 - 12/012012 15,000 116,437.50 131.437.50 131,437.50 247,875 06/01/2013 115,875.00 115,875.00 115,875.00 12/01/2013 15,000 115,875.00 130,875.00 130,875.00 246,750 06/01/2014 115,312.50 115,312.50 115,312.50 12/01/2014 25,000 115,312.50 140,312.50 140,312.50 255,625 06/01/2015 114,375.00 114,375.00 114,375.00 12/01/2015 25,000 114,375.00 139,375.00 139,375.00 253,750 06/01/2016 113,437.50 113.437.50 113,437.50 12/01/2016 30,000 113,437.50 143,437,50 143,437.50 256,875 06/01/2017 112,312.50 112,312.50 112,312.50 12/01/2017 35,000 112,312.50 147,312.50 147,312.50 259,625 06/01/2018 111,000.00 111,000.00 111.000.00 12/01/2018 45,000 111,000.00 156,000.00 156,000.00 267,000 06/01/2019 109,312.50 109,312.50 109.312.50 - 12/01/2019 45,000 109,312.50 154,312.50 154,312.50 263,625 06/01/2020 107.625.00 107,625.00 107,625.00 12/01/2020 55,000 107,625.00 162,625.00 162,625.00 270,250 06/01/2021 105,562.50 105,562.50 105,562.50 12/01/2021 60,000 105,562.50 165,562.50 165.562.50 271,125 06/01/2022 103,312.50 103,312.50 103,312.50 12/012022 70,000 103,312.50 173.312.50 173,312.50 276,625 06/01/2023 100,687.50 100,687.50 100,687.50 12/01/2023 75,000 100,687.50 175.687.50 175,687.50 276,375 06/01/2024 97,875.00 97,875.00 97,875.00 12/01/2024 85,000 97,875.00 182,875.00 182,875.00 280,750 06/01/2025 94,687.50 94,687.50 94,687.50 12/01/2025 90,000 94.687.50 184,687.50 184,687.50 279,375 - 06/01/2026 91,312.50 91,312.50 91,312.50 12/01/2026 105,000 91,312.50 196,312.50 196,312.50 287,625 06/01/2027 87,375.00 87,375.00 87,37500 12/01/2027 110,000 87,375.00 197,375.00 197,375.00 284,750 06/01/2028 83,250.00 83,250.00 83,250.00 12/01/2028 125,000 83,250.00 208,250.00 208,250.00 291,500 06/01/2029 78,562.50 78.562.50 78,562.50 12/01/2029 135,000 78,562.50 213,562.50 213,562.50 292,125 06/01/2030 73,500.00 73.500.00 73,500.00 12/01/2030 150,000 73,500.00 223,500.00 223,500.00 297,000 06/012031 67,875.00 67,875.00 67,875.00 12/01/2031 160,000 67,875.00 227,875.00 227,875.00 295,750 06/01/2032 61,875.00 61,875.00 61,875.00 12/01/2032 180,000 61,875.00 241,875.00 241,875.00 303,750 - 06/01/2033 55,125.00 55,125.00 55,125.00 12/01/2033 195,000 55,125.00 250,125.00 250,125.00 305,250 06/01/2034 47,812.50 47,812.50 47,812.50 12/01/2034 215,000 47,812.50 262,812.50 262,812.50 310,625 06/01/2035 39,750.00 39.750.00 39,750.00 12/01/2035 230,000 39,750.00 269.750.00 269.750.00 309,500 06/01/2036 31,125.00 31,125.00 31,125.00 12/01/2036 255,000 31,125.00 286,125.00 286.125.00 317,250 06/01/2037 21,562.50 21,562.50 21,562.50 12/01/2037 275,000 21,562.50 296,562.50 296,562.50 318.125 06/01/2038 11,250.00 11,250.00 11,250.00 12/01/2038 300.000 11,250.00 311,250.00 311.250.00 322,500 ` 3,150,000 5,241,750.00 8,391,750.00 236.250 8,155,50000 8,155,500 l Mar 25,2005 2:01 pm Prepared by Kirkpatrick Penis (Finance 5.013 Liberty Ranch MD 04:DMAR2305-08NR400) Page 3 SOURCES AND USES OF FUNDS _ LIBERTY RANCH METROPOLITAN DISTRICT SERIES 2011 G.O.BONDS 30-year final maturity,Non-Rated Bonds Dated Date 12/01/2011 Delivery Date 12/01/2011 Sources: Bond Proceeds: Par Amount 8,245,000.00 8,245,000.00 Uses: Project Fund Deposits: Project Funds 7,308,229.26 Other Fund Deposits: Capitalized Interest 606,970.74 Delivery Date Expenses: Cost of Issuance 329,800.00 8,245,000.00 Mar 25.2005 2:43 pm Prepared by Kirkpatrick Pettis (Finance 5.013 Liberty Ranch MD 04:DMAR2305-11NR40D) Page 1 BOND DEBT SERVICE LIBERTY RANCH METROPOLITAN DISTRICT SERIES 2011 G.O.BONDS 30-year final maturity, Non-Rated Bonds Dated Date 12/01/2011 — Delivery Date 12/01/2011 Annual Period Debt Ending Principal Coupon Interest Debt Service Service 12/01/2011 06/01/2012 309,187.50 309,187.50 12/01/2012 309,187.50 309,187.50 618,375 06/01/2013 309,187.50 309,187.50 -- 12/01/2013 309,187.50 309,187.50 618,375 06/01/2014 309,187.50 309,187.50 12/01/2014 309,187.50 309,187.50 618,375 06/01/2015 309,187.50 309,187.50 12101/2015 309,187.50 309,187.50 618,375 06/012016 309,187.50 309,187.50 12/01/2016 5,000 7.500% 309,187.50 314,187.50 623,375 06/01/2017 309,000.00 309,000.00 12/012017 309,000.00 309,000.00 618.000 06/01/2018 309,000.00 309,000.00 - 12/01/2018 10,000 7.500% 309,00000 319,000.00 628,000 06/01/2019 308,625.00 308,625.00 12/01/2019 15,000 7.500% 308,625.00 323,625.00 632,250 06/01/2020 308,062.50 308,062.50 12/01/2020 30,000 7.500% 308,062.50 338,062.50 646,125 06/01/2021 306,937.50 306,937.50 12/01/2021 765,000 7.500% 306,937.50 1,071,937.50 1,378,875 06/01/2022 278,250.00 278,250.00 12/01/2022 100,000 7.500% 278,250.00 378,250.00 656,500 06/01/2023 274,500.00 274,500.00 12/01/2023 110,000 7.500% 274,50000 384,500.00 659,000 -' 06/01/2024 270,375.00 270,375.00 12/01/2024 130,000 7.500% 270,375.00 400,375.00 670750 06/01/2025 265,500.00 265,500.00 12/01/2025 140,000 7.500% 265,50000 405,500.00 671,000 06/01/2026 260,250.00 260,25000 -- 12/01/2026 160,000 7.500% 260,250.00 420,250.00 680,500 06/01/2027 254,250.00 254,250.00 12/01/2027 175,000 7.500% 254,250.00 429.250.00 683,500 06/01/2028 247,687.50 247,687.50 12/01/2028 205,000 7.500% 247.687.50 452,687.50 700,375 - 06/01/2029 240,00000 240,000.00 12/01/2029 220,000 7.500% 240,000.00 460.000.00 700,000 06/01/2030 231,750.00 231,750.00 12/012030 250.000 7.500% 231,75000 481,750.00 713,500 06/01/2031 222,375.00 222,375.00 12/01/2031 270,000 7.500% 222.375.00 492,375.00 714,750 06/01/2032 212,250.00 212,250.00 12/01/2032 300.000 7.500% 212,250.00 512,250.00 724,500 06/01/2033 201,000.00 201,000.00 12/01/2033 325,000 7.500% 201,000.00 526,000.00 727,000 06/01/2034 188,812.50 188,812.50 12/01/2034 360,000 7.500% 188,812.50 548,812.50 737,625 06/01/2035 175,312.50 175,312-50 12/01/2035 390,000 7.500% 175,312.50 565,312.50 740,625 06/01/2036 160,687.50 160,687.50 12/01/2036 430,000 7.500% 160,687.50 590,68750 751.375 06/01/2037 144,562.50 144,562.50 12/01/2037 465.000 7.500% 144,562.50 609,562.50 754,125 06/01/2038 127.125.00 127,125.00 12/01/2038 515,000 7.500% 127,125.00 642,12500 769,250 06/01/2039 107,812.50 107.812.50 12/01/2039 875,000 7.500% 107,812.50 982,812.50 1,090,625 06/01/2040 75,000.00 75,000.00 12/01/2040 965,000 7.500% 75,000.00 1,040,000.00 1,115,000 06/01/2041 38,812.50 38,812.50 12/01/2041 1,035,000 7.500% 38.812.50 1,073,812.50 1,112,625 8,245,000 14,127,750.00 22,372,750.00 22,372,750 Mar 25,2005 2:43 pm Prepared by Kirkpatrick Penis (Finance 5.013 Liberty Ranch MD 04:OMAR2305-11NR40D) Page 2 NET DEBT SERVICE __ LIBERTY RANCH METROPOLITAN DISTRICT SERIES 2011 G.O.BONDS 30-year final maturity, Non-Rated Bonds Total Capitalized Net Annual - Date Principal Interest Debt Service Interest Debt Service Net DIS 06/01/2012 309,187.50 309,187.50 309,187.50 12/01/2012 309,187.50 309,187.50 309,187.50 06/01/2013 309,187.50 309,187.50 309,187.50 12/01/2013 309,187.50 309,187.50 309,187.50 618,375 06/01/2014 309,187.50 309,187.50 309,187.50 12/01/2014 309.187.50 309,187.50 309,187.50 618,375 06/01/2015 309,187.50 309,187.50 309,187.50 12/01/2015 309,187.50 309,187.50 309,187.50 618,375 06/01/2016 309,187.50 309,187.50 309,187.50 12/01/2016 5,000 309,187.50 314,187.50 314,187.50 623,375 06/01/2017 309,000.00 309,000.00 309,000.00 12/01/2017 309,000.00 309,000.00 309,000.00 618,000 06/01/2018 309,000.00 309,000.00 309,000.00 12/01/2018 10.000 309,000.00 319,000.00 319,000.00 628,000 06/01/2019 308,625.00 308,625.00 308,625.00 12/01/2019 15,000 308.625.00 323,625.00 323,625.00 632,250 -- 06/01/2020 308,062.50 308,062.50 308,062.50 12/01/2020 30,000 308,062.50 338,062.50 338,062.50 646,125 06/01/2021 306,937.50 306,937.50 306,937.50 12/01/2021 765,000 306,937.50 1,071.937.50 1,071,937.50 1,378,875 06/01/2022 278,250.00 278,250.00 278,250.00 12/01/2022 100.000 278,250.00 378,250.00 378,250.00 656,500 06/01/2023 274,500.00 274,500.00 274,500.00 12/01/2023 110,000 274,500.00 384,500.00 384,500.00 659,000 06/01/2024 270,375.00 270,375.00 270,375.00 - 12/01/2024 130,000 270,375.00 400,375.00 400,375.00 670,750 06/01/2025 265,500.00 265,500.00 265,500.00 12/01/2025 140.000 265.500.00 405,500.00 405,500.00 671,000 06/01/2026 260,250.00 260.250.00 260,250.00 12/01/2026 160,000 260,250.00 420,250.00 420,250.00 680.500 06/01/2027 254,250.00 254,250.00 254,250.00 12/01/2027 175,000 254,250.00 429,250.00 429,250.00 683,500 06/01/2028 247,687.50 247,687.50 247,687.50 12/01/2028 205,000 247,687.50 452,687.50 452,687.50 700,375 -_ 06/01/2029 240,000.00 240,000.00 240,000.00 12/01/2029 220,000 240,000.00 460,000.00 460,000.00 700,000 06/01/2030 231,750.00 231.750.00 231,75000 12/01/2030 250,000 231,750.00 481,750.00 481,750.00 713,500 06/01/2031 222,375.00 222,375.00 222,375.00 12/01/2031 270,000 222,375-00 492.375.00 492.375.00 714,750 06/01/2032 212,250.00 212,250.00 212,250.00 12/01/2032 300,000 212,250.00 512,250.00 512,250.00 724,500 06/01/2033 201,000.00 201,000.00 201,000.00 12/01/2033 325,000 201,000.00 526,000.00 526,000.00 727,000 06/01/2034 188,812.50 188,812.50 188,812.50 12/01/2034 360,000 188,812.50 548,812.50 548,812.50 737,625 06/01/2035 175,312.50 175,312.50 175,312.50 12/01/2035 390,000 175,312.50 565,312.50 565,312.50 740,625 - 06/01/2036 160,687.50 169687.50 160,687.50 12/01/2036 430,000 160,687.50 590,687.50 590,687.50 751,375 06/01/2037 144,562.50 144,562.50 144,562.50 12/01/2037 465,000 144,562.50 609562.50 609,562.50 754.125 06/01/2038 127,125.00 127,125.00 127,125.00 12/01/2038 515,000 127,125.00 642,125.00 642,125.00 769,250 06/01/2039 107,812.50 107,812.50 107,812.50 12/01/2039 875,000 107,812.50 982,812.50 982,812.50 1,090,625 06/01/2040 75,000.00 75,000.00 75,000.00 _- 12/01/2040 965,000 75,000.00 1.040.000.00 1,040,000.00 1,115,000 06/01/2041 38,812.50 38,812.50 38,812.50 12/01/2041 1,035,000 38,812.50 1,073,812.50 1.073,812.50 1,112,625 8,245,000 14,127,750.00 22.372.750.00 618,375.00 21,754,375.00 21,754,375 Mar 25,2005 2:43 pm Prepared by Kirkpatrick Penis (Finance 5.013 Liberty Ranch MD 04:DMAR2305-11NR40D) Page 3 EXHIBIT I Draft Intergovernmental Agreement with St. Vrain Sanitation District {00027987.DOC v:8} DRAFT McGEADY SISNEROS, P.C. INTERGOVERNMENTAL AGREEMENT BETWEEN LIBERTY RANCH METROPOLITAN DISTRICT AND ST. VRAIN SANITATION DISTRICT 1. PARTIES. The Parties to this Agreement are the LIBERTY RANCH METROPOLITAN DISTRICT (Liberty Ranch) and the ST. VRAIN SANITATION DISTRICT (District). 2. RECITALS. Liberty Ranch was organized in order to provide public improvements to serve the Centex Liberty Ranch development (the Project) located within Liberty Ranch's boundaries as contemplated in its Service Plan. As a Title 32 special district, the District provides sanitary sewer services and facilities. The boundaries of Liberty Ranch are wholly within the existing boundaries of the District and Liberty Ranch is deemed an "overlapping district" pursuant to Sec. 32-1-107, C.R.S. Liberty Ranch's Service Plan contemplates the financing and construction of certain sanitary sewer system improvements as may be necessary for providing sanitary sewer service to the Project, which will be dedicated to the District. The sanitary sewer improvements to be provided by Liberty Ranch will not duplicate or interfere with any other improvements or facilities already constructed or planned within or without the overlap area. The Board of Directors of the District consents to Liberty Ranch district providing some of the same services as limited by Liberty Ranch's Service Plan and further subject to the terms and conditions of this Agreement. There is no current or planned duplication or interference of services and the District's consent to the overlap was conditioned upon the Parties entering into this Agreement upon the formation of Liberty Ranch. Accordingly, in consideration of the mutual promises set forth in this Agreement, the Parties covenant and agree as follows: 3. TERMS OF CONSENT TO OVERLAP. 3.1 Sole Sanitation Provider. The District shall provide and otherwise make sanitary sewer services available to Liberty Ranch's residents and property within their boundaries subject to the then existing capacity, rules, and regulations of the District, including the execution of applicable subdivision service agreements, and subject to any limitations or restrictions imposed by any governmental entity or agency having jurisdiction over the District. The District shall be the sole provider of sanitary sewer services for residents and property within Liberty Ranch's boundaries. Liberty Ranch shall not contract for or otherwise obtain any interconnections with any third party that would allow users within the boundaries of Liberty Ranch to obtain such service from any other sanitary sewer providers, or that would allow third parties outside of the boundaries of Liberty Ranch to utilize the District's services. Nothing in this Agreement shall be construed as an obligation by the District to reserve for the benefit of the developers of the Project (or any individual property owner) any specific number of tap connections absent such additional agreements. (00032748.DOC v:2} DRAFT McGEADY SISNEROS, P.C. 3.2 Taps and Interconnections. Liberty Ranch is prohibited from selling any taps or connections or from authorizing any interconnections or other connections with Liberty Ranch. All sanitation users within Liberty Ranch shall purchase their taps from the District. 3.3 Sanitation Treatment Plant. Liberty Ranch shall not construct, finance, or otherwise provide for any sanitation treatment plant within or without Liberty Ranch's boundaries. Liberty Ranch shall not agree to or otherwise enter into any contract with any other sanitation provider or entity, other than the District, for the construction, financing, or provision of a sanitation treatment plant. 3.4 Exercise of Service Plan Authority. Notwithstanding any provision in the Service Plan to the contrary, Liberty Ranch shall only have the ability and authority to: 3.4.1 Construct and finance the sanitary sewer system improvements contemplated by the Service Plan, which are to be located within the boundaries of Liberty Ranch. All such infrastructure within the boundaries of Liberty Ranch which may be constructed and financed by Liberty Ranch shall be conveyed to the District upon completion and after approval and acceptance by the District pursuant to applicable agreements to be executed between the parties. 3.4.2 Finance but not construct any off-site sanitary sewer transmission lines or line extensions outside the boundaries of Liberty Ranch that may be needed in order for the District to service the development within Liberty Ranch. Liberty Ranch or the developer shall enter into such line participation or reimbursement agreements as may be required for such off-site improvements. 3.5 Design Standards. The sanitary sewer system improvements contemplated herein and in the Service Plan shall be designed, constructed, and installed in accordance with the applicable standards, rules and regulations of the District. 3.6 Dedication, Acceptance, Operation, and Maintenance. Liberty Ranch shall dedicate and convey the completed on-site sanitary sewer system improvements contemplated herein and in the Service Plan to the District within thirty (30) days of completion of construction of such infrastructure Upon acceptance of the sanitary sewer system improvements, the District shall operate, maintain, repair, and/or replace the improvements in order to provide sanitation services to the residents and properties within the boundaries of Liberty Ranch. Liberty Ranch shall transfer to the District all warranties, bonds, or other guarantees with respect to the construction of such improvements. Liberty Ranch shall warrant, directly or indirectly, the construction of the sanitary sewer system improvements for a period of no less than one year. 3.7 Liberty Ranch Dissolution. As contemplated in the Service Plan, when all of the financial obligations issued by Liberty Ranch for the construction of the sanitary sewer line improvements have been repaid, or when adequate provisions for payment thereof (00032748.DOC v.21 2 DRAFT McGEADY SISNEROS, P.C. has been made, and there are no further operational requirements for any Liberty Ranch improvement existing on the part of Liberty Ranch, Liberty Ranch shall notify the District within sixty (60) days thereof requesting a meeting to discuss and implement the steps necessary under then applicable law to dissolve Liberty Ranch. 3.8 Liberty Ranch Boundaries. The boundaries of Liberty Ranch shall not be expanded without the written consent of the District. In the event of an expansion without obtaining the written consent of the District, the District may petition the — applicable administrative body or court for equitable or legal relief, including a boundary adjustment, and Liberty Ranch shall indemnify and hold District harmless from any and all attorneys fees it incurs in relation to such proceedings. 3.9 Service Plan Modifications. Liberty Ranch shall not modify its Service Plan and shall not change its name or functions without the express written consent of the District's Board of Directors, as expressed in a resolution, which consent shall not be unreasonably withheld, conditioned or delayed for amendments not related to the District. If Liberty Ranch makes a written request from the District to modify its Service Plan, the District shall have forty-five (45) days from the effective date of such notice, as provided in Section 5 herein, to either approve or disapprove the request. If the District has not responded in writing by the end of the forty-five (45) days, consent to the amendment shall be deemed to have been given. 4. NO WAIVER. The waiver or delay of enforcement of one or more terms of this — Agreement shall not constitute a waiver of the remaining terms. The waiver or delay in enforcement regarding any breach of this Agreement shall not constitute a waiver of any terms of the Agreement. 5. NOTICE. All notices, certificates, or other communications hereunder shall be sufficiently given and shall be deemed given when personally delivered in writing or by facsimile, or mailed by registered or certified mail, postage prepaid, addressed as follows: Liberty Ranch Metropolitan District c/o McGeady Sisneros, P.C. 1675 Broadway, Suite 2100 Denver, CO 80202 St. Vrain Sanitation District 11307 Business Park Circle — Longmont, CO 80504 Either party may change the address for notice by providing notice in writing to the address set forth above. All notices, demands, requests or other communications shall be effective upon such personal delivery or one (1)business day after being deposited with Federal Express or other nationally recognized overnight air courier service or three (3) business days after deposit in the United States mail. By giving the other party hereto at least ten(10) days' written notice (00032748-DOC v:2} 3 DRAFT McGEADY SISNEROS, P.C. thereof in accordance with the provisions hereof, each of the Parties shall have the right from time to time to change its address. 6. IMMUNITY. Nothing contained in this Agreement constitutes a waiver of either Party's sovereign immunity under any applicable state law. 7. MODIFICATION OF AGREEMENT. Any modification of this Agreement shall be binding only if evidenced in writing signed by each party. 8. ASSIGNMENT. No transfer or assignment of this Agreement or of any rights hereunder shall be made by either Party without the prior written consent of the other, which consent shall not be unreasonably withheld. 9. SEVERABILITY. In the event any court of competent jurisdiction shall hold any provision of this Agreement invalid or unenforceable, such holding shall not invalidate or render unenforceable any other provision hereof. 10. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties concerning the subject matter and supersedes all prior conversations, proposals, negotiations, understandings, and agreements, whether written or oral. 11. ATTORNEYS' FEES. If any party breaches this Agreement, the breaching party shall pay all of the non-breaching party's reasonable attorneys' fees and costs in enforcing this Agreement whether or not legal proceedings are instituted. 12. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Colorado. 13. ALTERNATIVE DISPUTE RESOLUTION. In addition to the remedies set forth in paragraph 3.8, in the event of any dispute or claim arising under, or related to, this Agreement, the Parties shall use their best efforts to settle such dispute or claim through good faith negotiations with each other. If such dispute or claim is not settled through negotiations within thirty (30) days after the earliest date on which one party notifies the other party in writing of its desire to attempt to resolve such dispute or claim through negotiations, then the parties agree to attempt in good faith to settle such dispute or claim by mediation under the auspices of a — recognized establish mediation service within the State of Colorado. Such mediation shall be conducted within sixty (60) days following either party's written request therefor. If such dispute or claim is not settled through mediation, then either party may initiate a civil action in the District Court for Weld County, or before the County Commissioners of Weld County, and the prevailing party shall be indemnify and hold harmless the other party form any costs and expenses, including attorneys fees, incurred in such legal proceedings. 14. DATED. , 2004 00032748.DOC v:2} 4 DRAFT McGEADY SISNEROS, P.C. ATTEST: LIBERTY RANCH METROPOLITAN DISTRICT By: By: Secretary Chairman ATTEST: ST. VRAIN SANITATION DISTRICT By: By: Secretary Chairman X00032748.DOC v.21 5 EXHIBIT J Draft Intergovernmental Agreement with Longs Peak Water District {00027987.DOC v:8} DRAFT MCGEADY SISNEROS, P.C. INTERGOVERNMENTAL AGREEMENT BETWEEN LIBERTY RANCH METROPOLITAN DISTRICT AND LONGS PEAK WATER DISTRICT _ 1. PARTIES. The Parties to this Agreement are the LIBERTY RANCH METROPOLITAN DISTRICT (Liberty Ranch) and the LONGS PEAK WATER DISTRICT (District). 2. RECITALS. Liberty Ranch was organized in order to provide public improvements to serve the Centex Liberty Ranch development (the Project) located within Liberty Ranch's boundaries as contemplated in its Service Plan. As a Title 32 special district, the District provides water services and facilities. The boundaries of Liberty Ranch are wholly within the existing boundaries of the District and Liberty Ranch is deemed an "overlapping district" pursuant to Sec. 32-1-107, C.R.S. Liberty Ranch's Service Plan contemplates the provision of certain limited water system improvements as may be deemed necessary for the demands of the Project, which are subject to dedication to the District. The water system improvements to be provided by Liberty Ranch will not duplicate or interfere with any other improvements or facilities already constructed or planned within or without the overlap area. The Board of Directors of the District consents to Liberty Ranch providing some of the same services as limited by Liberty Ranch's Service Plan and further subject to the terms and conditions of this Agreement. There is no current or planned duplication or interference of services and the. District's consent to the overlap was conditioned upon the Parties entering into this Agreement upon the formation of Liberty Ranch. Accordingly, in consideration of the mutual promises set forth in this Agreement, the Parties covenant and agree as follows: 3. TERMS. 3.1 Sole Water Provider. The District will provide and otherwise make potable water services available to Liberty Ranch's residents and property within its boundaries subject to the then existing capacity, rules and regulations of the District, including the execution of applicable subdivision service agreements, including a dual-system agreement regarding the use of non-potable water for irrigation purposes, and shall be subject to any limitations or restrictions imposed by any governmental entity or agency having jurisdiction over the District or having control of its water supply. The District shall be the sole provider of potable water services for residents and property within Liberty Ranch's boundaries. Relative to water services, Liberty Ranch shall not contract for or otherwise obtain any interconnections with any third party that would allow either the end users within the boundaries of Liberty Ranch to obtain such service from any other water providers, or third parties to utilize the District's water outside of the boundaries of Liberty Ranch. Nothing in this Agreement shall be construed as an obligation by the District to reserve for the benefit of the developers of the Project (or any individual 00029002.DOC v:2 1 DRAFT MCGEADY SISNEROS, P.C. property owner) any specific number of water taps absent such additional agreement(s). Liberty Ranch agrees that it will not use potable water supplied by the District for irrigation purposes. 3.2 Water Taps. Liberty Ranch is prohibited from selling any water taps. All water users within Liberty Ranch shall purchase their water taps from the District. 3.3 Water Treatment Plant. Liberty Ranch shall not construct, finance, or otherwise provide for any water treatment plant within or without Liberty Ranch's boundaries. Liberty Ranch shall not agree to or otherwise enter into any contract with any other water provider or entity, other than the District, for the construction, financing, or provision of a water treatment plant. 3.4 Exercise of Service Plan Authority. Liberty Ranch has the ability and authority to construct and finance the water system improvements contemplated by the Service Plan, which are to be located within its boundaries and any extensions needed in order to service the development within Liberty Ranch by the District. Liberty Ranch's authority described in this Paragraph 3.4 is restricted to financing water system improvements that are to be located outside of Liberty Ranch's boundaries to those water system improvements that are necessary for connection to the District's lines to service the development within Liberty Ranch. Liberty Ranch and/or the developer shall be solely responsible for all of the costs and expenses of such facilities, both on-site and off-site; provided, however, that the District may enter into a line-participation and reimbursement agreement or agreements regarding the contribution from other potential users with respect to the costs of the off-site improvements. 3.5 Design Standards. The water system improvements contemplated herein and in the Service Plan shall be designed, constructed and installed in accordance with all applicable standards of the District, and, if required by the applicable jurisdiction, shall further satisfy applicable fire protection requirements. 3.6 Dedication, Acceptance, Operation, and Maintenance. Liberty Ranch shall dedicate and convey the completed water system improvements contemplated herein and in the Service Plan to the District within thirty(30) days of completion. Upon acceptance of the water system improvements, the District shall operate, maintain, repair, and/or — replace the improvements in order to provide water services to the residents and properties within the boundaries of Liberty Ranch. Liberty Ranch shall transfer to the District all warranties, bonds, or other guarantees with respect to the construction of such improvements. Liberty Ranch shall warrant, directly or indirectly, the construction of the water system improvements for a period of no less than one year. 3.7 Liberty Ranch Dissolution. As contemplated in the Service Plan, when all of the financial obligations issued by Liberty Ranch for the construction of the water line improvements have been repaid, or when adequate provisions for payment thereof has been made, and there are no further operational requirements for any Liberty Ranch 00029002.DOC v:2} 2 DRAFT MCGEADY SISNEROS, P.C. improvement existing on the part of Liberty Ranch, Liberty Ranch shall notify the District within sixty(60) days thereof requesting a meeting to discuss and implement the steps necessary under then applicable law to dissolve Liberty Ranch. 3.8 Liberty Ranch Boundaries. The boundaries of Liberty Ranch shall not be expanded without the written consent of the District. In the event of an expansion without obtaining the written consent of the District, the District may petition the applicable administrative body or court for a boundary adjustment, and Liberty Ranch shall indemnify and hold District harmless from any and all attorneys fees it incurs in relation to such proceedings. 3.9 Service Plan Modifications. Liberty Ranch shall not modify its Service Plan and shall not change its name or functions without the express written consent of the District's Board of Directors, as expressed in a resolution, which consent shall not be unreasonably withheld, conditioned or delayed for amendments not related to the District. If Liberty Ranch makes a written request from the District to modify its Service Plan, the District shall have forty-five (45) days from the effective date of such notice, as provided in Section 5 herein, to either approve or disapprove the request. If the District has not responded in writing by the end of the forty-five (45) days, consent to the amendment shall be deemed to have been given. 4. DEFAULT AND REMEDIES. In addition to the remedies set forth in paragraph 18, in the event either Party alleges that the other is in default of this Agreement, the non-defaulting party shall first notify the defaulting party in writing of such default and specify the exact nature of the default in such notice. The defaulting party shall have twenty (20) working days from receipt of such notice within which to cure such default before the non-defaulting party may exercise any of its remedies provided hereunder; provided that: 4.1 Such default is capable of being cured; 4.2 The defaulting party has commenced such cure within said twenty (20) day period; and 4.3 The defaulting party diligently prosecutes such cure to completion. If such default is not of a nature than can be cured in such twenty (20) day period, corrective action must be commenced within such period by the defaulting party and thereafter diligently pursued. Upon default, the non-defaulting party shall have the right to take whatever action at law or in equity appears necessary or desirable to enforce the performance and observation of any obligation, agreement, or covenant of the defaulting party under this Agreement, and the defaulting party shall indemnify and hold the non-defaulting party harmless from any costs and expenses, including attorneys fees, incurred in enforcing this Agreement 5. NO WAIVER. The waiver or delay of enforcement of one or more terms of this Agreement shall not constitute a waiver of the remaining teens. The waiver or delay in {00029002.DOC v2} 3 DRAFT MCGEADY SISNEROS, P.C. enforcement regarding any breach of this Agreement shall not constitute a waiver of any terms of the Agreement. 6. NOTICE. All notices, certificates, or other communications hereunder shall be sufficiently given and shall be deemed given when personally delivered in writing or by facsimile, or mailed by registered or certified mail, postage prepaid, addressed as follows: Liberty Ranch Metropolitan District c/o McGeady Sisneros, P.C. 1675 Broadway, Suite 2100 Denver, CO 80202 LONGS PEAK WATER DISTRICT 9875 Vermillion Road Longmont, CO 80501-9738 Either party may change the address for notice by providing notice in writing to the address set forth above. All notices, demands, requests or other communications shall be effective upon such personal delivery or one (1) business day after being deposited with Federal Express or other nationally recognized overnight air courier service or three (3) business days after deposit in the United States mail. By giving the other party hereto at least ten(10) days' written notice thereof in accordance with the provisions hereof, each of the Parties shall have the right from time to time to change its address. 7. IMMUNITY. Nothing contained in this Agreement constitutes a waiver of either Party's sovereign immunity under any applicable state law. 8. MODIFICATION OF AGREEMENT. Any modification of this Agreement shall be binding only if evidenced in writing signed by each party. 9. ASSIGNMENT. No transfer or assignment of this Agreement or of any rights hereunder shall be made by either Party without the prior written consent of the other, which consent shall not be unreasonably withheld. 10. SEVERABILITY. In the event any court of competent jurisdiction shall hold any provision of this Agreement invalid or unenforceable, such holding shall not invalidate or render unenforceable any other provision hereof. 11. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties concerning the subject matter and supercedes all prior conversations, proposals, negotiations, understandings, and agreements, whether written or oral. 12. ATTORNEYS' FEES. If any party breaches this Agreement, the breaching party shall pay all of the non-breaching party's reasonable attorneys' fees and costs in enforcing this Agreement whether or not legal proceedings are instituted. }00029002.DOC v:2f 4 DRAFT MCGEADY SISNEROS, P.C. 13. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Colorado. 14. ALETERNATE DISPUTE RESOLUTION. In the event of any dispute or claim arising under or related to this Agreement, the Parties shall use their best efforts to settle such dispute or claim through good faith negotiations with each other. If such dispute or claim is not settled through negotiations within thirty (30) days after the earliest date on which one party notifies the other party in writing of its desire to attempt to resolve such dispute or claim through negotiations, then the parties agree to attempt in good faith to settle such dispute or claim by mediation under the auspices of a recognized establish mediation service within the State of Colorado. Such mediation shall be conducted within sixty (60) days following either party's written request therefor. If such dispute or claim is not settled through mediation, then either party may initiate a civil action in the District Court for Weld County. 15. DATED. , 200_. ATTEST: LIBERTY RANCH METROPOLITAN DISTRICT By: By: Secretary Chairman ATTEST: LONGS PEAK WATER DISTRICT By: By: Secretary Chairman 00029002.Doc v:2} 5 Hello