HomeMy WebLinkAbout20050149.tiff SANDER INGEBRETSEN MILLER &
PARISH, P.C.
A PROFESSIONAL CORPORATION
ATTORNEYS AT IA\V
700 I7 STREET,SUITE 2200
JA: Ch G.C.AR!ER DENVER,COLORADO 80202 DIRECT: 303.285.5308
PARALEGAL PHONE: 303.285-5300
EMAIL: jcarter@ssi7rlaw.com
FAX: 303-285-530!
•
December 29, 2004
VIA HAND DELIVERY
Weld County Clerk and Recorder
Elections Division
Post Office Box 459 •
Greeley, Colorado 80632
Attn: Rudy Santos
Re: Cottonwood Hollow Commercial Metroolitan District
Cottonwood Hollow Residential Metropolitan District
Neighbors Point Metropolitan District
The Peaks Metropolitan District
Organizational Filing Pursuant to § 32-1-306, C.R.S.
Dear Mr. Santos:
in accordance with §32-1-306, C.R.S., enclosed please rind the Service Plan, which includes
the legal description and map of the districts boundaries, for each of the above-captioned districts.
The certified copies of the Orders and Decree for each district have been sent for recordation under
separate cover.
To confirm for our records that you have received the documents, please sign and return the
enclosed acknowledgement.
Should you have any questions,please do not hesitate to contact me.
Very truly yours,
SANDER INGEBRETSEN
MILLER& PARISH
ofession�al Cor ration
ice G. Carter
aralegal
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Cottonwood Coin'!&Res/Neighbors Point/The Peaks/Organization •
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/,/`/O_ (1 . o4 2005-0149
NEIGHBORS POINT
METROPOLITAN DISTRICT
SERVICE PLAN
TOWN OF FIRESTONE,COLORADO
APPROVED
OCTOBER 6, 2004
TABLE OF CONTENTS
I. Introduction 1
II. Purpose of the Proposed District 4
III. Boundaries, Population&Valuation 5
"- IV. Description of Proposed Facilities 6
a. Type of Improvements 6
b. Description of Existing Conditions 8
c. Anticipated Development 8
d. Public Improvement Schedule 9
e. City Construction Standards 9
f. Limitation on Eminent Domain 10
g. Dedication of Improvements to the City 10
h. Ownership and Maintenance of Facilities by the District 12
i. Acquisition of Land for Public Improvements 12
j. Services to be Provided by other Governmental Entities 13
k. Integration 13
V. Financial Plan 14
a. General 14
b. Debt Issuance 15
c. Required Transfers of Bond Proceeds to Town 17
d. Other Financial Restrictions, Limitations and Requirements 18
e. Limited Mill Levy 21
f. Investor Suitability 21
g. Refunding Bonds 22
h. Construction Financing Notes Issued to Developer 22
i. Identification of District Revenue 24
j. Security for Debt 24
k. Services of District 24
1. Quinquennial Review 25
m. Letters 25
VI. Landowners' Obligations as to Public Improvements 26
VII, Annual Report 26
VIII. Dissolution 28
DC. Consolidation 29
X. Elections 29
XI. Indemnities 31
XII. Disclosure and Disclaimer; No Third-Party Rights 31
XIII. Intergovernmental Agreements 32
XIV. Conservation Trust Fund 33
XV. Modification of Service Plan 33
XVI. Failure to Comply with Service Plan 35
XVII. Resolution of Approval 36
XVIII. Severability 36
XIX, Certification 37
TABLE OF EXHIBITS
Exhibit A Legal Description
Exhibit B Boundary Map
Exhibit C Vicinity Map •
Exhibit D Property Owner's Consent
Exhibit E Engineer's Estimate of Costs
Exhibit F Location of Public Improvements
Exhibit G Financial Plan; Forecasted Cash Surplus Balances and Cash Receipts and
Disbursements; Market Projection Consultant's Analysis; Developer's Letter in
Support of Market Projections
Exhibit H Underwriter's Letter
Exhibit I Legal Counsel Letter
Exhibit J Bond Counsel Letter
Exhibit K Part I- Developer Indemnity Letter
Part II- Form of District Indemnity Letter
Exhibit L Form of Disclosure Notice
Exhibit M Form of Town Disclosure Statement
Exhibit N Form of Intergovernmental Agreement between District and Town
Exhibit 0 Resolution of Town of Firestone Approving Service Plan
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NEIGHBORS POINT METROPOLITAN DISTRICT
SERVICE PLAN
I. INTRODUCTION
The District shall be named the Neighbors Point Metropolitan District (the "District").
The purpose of the District is to finance certain streets, traffic safety controls, street lighting,
water, landscaping, storm drainage, and park and recreation improvements for developments to
be known as the Neighbors Point and Sable Glen planned unit developments ("Neighbors
Point"). The developer of Neighbors Point and the petitioner for the formation of the District is I
& J Partnership, L.P., a California limited partnership (the "Developer"). The District is
intended to provide for the financing of public improvements for Neighbors Point, but is not
intended to be a District with perpetual existence. The District will consist of approximately one
hundred ninety-one (191) acres and no changes in the District's boundaries are anticipated or
authorized. The District shall be dissolved when its financial obligations are paid or provided for
or when the Town of Firestone, Colorado (the "Town") requests dissolution, provided then-
applicable statutory requirements are met, all as further described in this Service Plan, together
with all exhibits hereto(the"Service Plan").
Except as expressly provided in this Service Plan, all public improvements and facilities
that are financed, constructed, installed or acquired by the District shall be dedicated and
conveyed to the Town or its designee and will be operated and maintained by the Town or its
designee upon Town acceptance and completion of the District's warranty obligations. The
Town may require that specific landscaping improvements that are dedicated and conveyed to
the Town be maintained by a homeowners' association formed for the Neighbors Point
development, for the use and benefit of residents, taxpayers and property owners. The District
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shall not provide fire protection or emergency services, which fire protection and emergency
services shall be provided by the Frederick-Firestone Area Fire Protection District, either directly
or, with respect to emergency services, through contract with Tri-Area Ambulance District. The
District may exercise those powers of a metropolitan district set forth in §§32-1-1001 and -1004,
C.R.S. only to implement the provisions of this Service Plan and only to the extent authorized by
and in a manner consistent with this Service Plan.
The District is generally located north of Sable Avenue between Colorado Boulevard and
Birch Street. The proposed boundaries of the District are limited to those boundaries described
in Exhibit A, attached hereto.
This Service Plan has been prepared by the following Developer and participating
consultants(the"Organizers"):
Developer District Counsel
_ I&J Partnership, L.P. Sander Ingebretsen Miller&Parish
a California Limited Partnership A Professional Corporation
Everett Pfeiff Dianne D. Miller, Esq.
_ 6530 Daylily Court 700 17th Street, Suite 2200
Niwot, Colorado 80503 Denver, Colorado 80202
(303) 748-8863 (303) 285-5300
(303) 652-4147—facsimile (303)285-5301—facsimile
avalanche213319(c,vahoo.com dmiller(a ssimlaw.com
Financial Advisor Engineer
Kirkpatrick,Pettis, Smith,Pollan Inc. Bob Kelsey,P.E.
Samuel R. Sharp Peak Civil Consultants
1600 Broadway, Suite 1100 2828 Speer Boulevard, Suite 203
Denver, Colorado 80202 Denver, Colorado 80211
(303) 764-5768 (720) 855-3859
(303) 764-5770—facsimile (720) 855-3860--facsimile
ssharpnkpsp.com bkelsey a,peakcivil.com
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Bond Counsel Accountant
Sherman&Howard Clifton Gunderson, LLP
Blake T. Jordan, Esq. Kevin Collins
633 17th Street, Suite 3000 6399 South Fiddler's Green Circle, Suite 100
Denver, Colorado,80202 Greenwood Village, Colorado 80111
(303) 299-8364 (303) 779-5710
(303) 298-0940—facsimile (303) 779-0348—facsimile
bjordan@sah.com kevin.collins@cliftoncpa.com
Market Projection Consultant
Griffin Marketing
Michael C. Wood
2668 North Park Drive, Suite 200
Lafayette,Colorado 80026
(303)604-6100
(303)604-6166—facsimile
mwood@griffmmarketing.com
Pursuant to the requirements of the Special District Control Act, § 32-1-201, et seq.,
C.R.S., this Service Plan consists of a financial analysis and an engineering plan showing how
the proposed facilities and services of the Neighbors Point Metropolitan District will be provided
and financed. As required by § 31-1-202(2), C.R.S., the following items are included in this
Service Plan:
a. A description of the proposed services;
b. A financial plan showing how the proposed services are to be financed, including
all elements required by § 32-1-202(2)(b), C.R.S.;
c. A preliminary engineering or architectural survey showing how the proposed
services are to be provided;
d. A map of the proposed District's boundaries and an estimate of the population
and valuation for assessment of the proposed District;
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e. A general description of the facilities to be constructed and the standards for
construction, including a statement of how the facility and service standards of the proposed
District are compatible with facility and service standards of the Town and special districts
which are interested parties pursuant to § 32-1-204(1), C.R.S.;
f. 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; and
g. A description of any arrangement or proposed agreement with any political
subdivision for the performance of any services between the proposed District and such other
political subdivision and, if applicable, a form of the agreement.
II. PURPOSE OF THE PROPOSED DISTRICT
The District will finance the construction of public improvements for the Neighbors Point
development, which improvements shall be constructed to Town standards, warranted by the
District, and dedicated and conveyed to the Town or its designee as provided in this Service
Plan, or as otherwise required by the Town. The Town may require that specific landscaping
improvements that are dedicated and conveyed to the Town be operated and maintained by a
homeowners' association formed for the Neighbors Point development, for the use and benefit of
residents, taxpayers and property owners. The public improvements shall be financed, in part,
through the issuance of indebtedness as set forth in Article V, "Financial Plan". Except as
specified in or pursuant to this Service Plan, the District shall not construct or own any
improvements, shall not provide for any maintenance, repair or operation of any improvements,
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and shall not perform any services without the consent of the Town as evidenced by a resolution
of approval of the Town of Firestone Board of Trustees (the "Board of Trustees"). In addition,
the District will not contract with any other governmental entity to receive any services which
are or may become available from the Town, or to provide any services to or within any other
governmental entity without the prior written consent of the Town. The District shall not
provide any services or facilities within any area of the District overlapping with the service area
of another district without first obtaining the written consent of each and every district whose
service area is so overlapped.
The District shall dissolve when its financial obligations are paid or provided for, or
otherwise upon request of the Town, subject to then-applicable statutory requirements, all as
further provided in Article VIII.
III. BOUNDARIES, POPULATION&VALUATION
The District consists of approximately one hundred ninety-one (191) acres located
entirely within the boundaries of the Town, as more particularly set forth in the legal description
attached hereto as Exhibit A and as shown on the boundary map, attached hereto as Exhibit B,
and the vicinity map, attached hereto as Exhibit C. The petitioner, also the Developer of the
District property, has received the consents of the property owners to the formation of this
District, which consents, for the owners of all property to be located within the District, are
attached hereto as Exhibit D and incorporated herein by this reference.
The Neighbors Point subdivision is being developed for the anticipated construction of
four hundred thirty (430) single-family homes by I & J Partnership, L.P. The current population
of the District is zero. The population of the District at full build-out is estimated to be one
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thousand two hundred fifty-one (1,251)people subject to development approval by the Town. It
is acknowledged that Town development standards and requirements may affect the foregoing
numbers of anticipated homes and population. The estimated assessed value at full build-out is
Eight Million One Hundred Nine Thousand Two Hundred Eighty-Six Dollars ($8,109,286.00).
The property is currently zoned PUD-RA, for various residential use categories. The current
assessed value is approximately Forty-Six Thousand Four Hundred Seventy Dollars
($46,470.00). The total overlapping mill levy imposed upon the property within the proposed
District for tax collection year 2003 was approximately eighty-eight (88.000)mills.
The District shall be required to obtain written approval from the Town of a Service Plan
modification prior to any inclusion or exclusion of property to or from the District, or any other
change in its boundaries. Any such approval may be granted or denied by resolution of the
Board of Trustees, in its discretion. Any inclusion may be on the condition that all property
originally in the District remain in the District, and on such other conditions as the Town may
impose. Any exclusion may be on the condition that there is no detriment to the remaining
residents and taxpayers within the District, or to the District's bondholders, and on such other
conditions as the Town may impose. No changes in the boundaries of the District shall be made,
unless the prior written approval of the Board of Trustees has been obtained as part of a Service
Plan modification,as provided herein.
IV. DESCRIPTION OF PROPOSED FACILITIES
a. Type of Improvements.
The District will provide for the financing, construction, acquisition and installation of
public improvements consisting of streets, traffic safety control, street lighting, water,
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landscaping, storm drainage, and park and recreation improvements and facilities (as the
foregoing terms are used in § 32-1-1004(2), C.R.S. and the sections referenced therein) within
the boundaries of the District. The District is also authorized to finance park, recreation or other
capital improvements of the Town that are identified by the Town and located outside of the •
_ District, as provided in Article V.c., below. With the exception of those public improvements
specifically identified in Exhibit F and authorized by this Service Plan, the District shall not
finance, construct, acquire or install any improvements outside the boundaries of the District
unless: (1) the Town, by written determination of its Town Engineer, determines that such
improvements are necessary to connect service for the District to the facilities of the Town of
other entities involved in providing services to the District; and (2) such proposed improvements
are approved in advance by resolution of the Board of Trustees.
The property within the District will receive water service from the Town and no other
source. The District may finance, design, construct and install Town water system
improvements and facilities located within the boundaries of the District. However, all water
systems improvements within the District shall be dedicated and conveyed to and owned by the
Town upon Town acceptance and completion of the District's warranty obligations. All water
rights for water service to the property shall be owned by the Town; the District shall not
purchase,own,manage, adjudicate or develop any water rights or water resources.
The Organizers of the District have prepared a preliminary engineering report based on
the Town's construction standards. The table, attached hereto as Exhibit E, lists all facilities
which the District, subject to development approval of the Town, will be authorized to finance,
acquire, design, construct, and install, including the costs in current dollars of each, together with
an explanation of the methods, basis and/or assumptions used. A letter concerning the
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reasonableness of the cost estimates, and of the methods, bases and assumptions used, is
included in Exhibit E. Subject to the debt limit set forth in Article V of this Service Plan and the
requirements of Article V.c., the District will be authorized to fund any combination of the
improvements. The combined estimated cost of the improvements is Six Million Seven Hundred
Thirty-Eight Thousand Three Hundred Twenty-Three Dollars and Seventy-Seven Cents
($6,738,323.77), which exceeds the estimated debt capacity of the District. Funding for
improvements not funded by the District shall remain the responsibility of the Developer of the
property. The Town is not responsible for assuming any of the costs of the improvements
funded by the District or necessary for service to the proposed Neighbors Point development.
A map showing the location of the public improvements to be financed by the District is
attached as Exhibit F. All water improvements are anticipated to be constructed within street
right-of-way,unless otherwise required by the Town. The District shall be authorized to finance,
acquire, design, construct and install those types of public improvements and facilities which are
authorized under this Article IV and which are generally shown on Exhibit F, subject to the
specific final design and approval thereof by the Town. Phasing of construction shall be
determined by the District to meet the needs of the residents and taxpayers within its boundaries;
provided, however, that improvements shall be installed in compliance with any phasing plan
approved for the Neighbors Point development at the request of the Developer.
b. Description of Existine Conditions.
The area is predominantly undeveloped.
c. Anticipated Development.
The Developer anticipates total build-out to occur by 2007, with the construction of
seventy-five (75) single-family residences in 2005, two hundred (200) single-family residences
8
in 2006 and one hundred fifty-five (155) single-family residences in 2007, subject to final design
and development approval by the Town. It is acknowledged by the Developer that Town
development standards and requirements may affect the foregoing numbers of anticipated homes
and the foregoing anticipated build-out schedule.
d. Public Improvement Schedule.
Construction of the public improvements will commence as soon as possible following
approval of the Service Plan. The public improvements will be phased to meet the development
schedule, and shall be installed in compliance with any phasing plan approved by the Town for
the Neighbors Point development.
e. Town Construction Standards.
All proposed facilities and improvements shall be designed and constructed in
accordance with the standards and specifications established by the Town and in effect from time
to time, and with applicable standards and specifications of the federal government and State of
Colorado. All proposed facilities and improvements shall be compatible with those of the Town.
The District and its engineer have designed and shall design the facilities and improvements to
meet such standards, specifications and compatibility requirements of the Town. In addition, any
water facilities proposed to be financed by the District and dedicated to the Central Weld County
Water District shall be designed by the Central Weld County Water District, in accordance with
the design standards of that District and the Town. The District will obtain approval of civil
engineering plans and permits for construction and installation of facilities improvements from
the Town prior to the construction or installation of any facilities or improvements. The District
shall be subject to all applicable provisions of the Firestone Municipal Code and to all Town
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rules, regulations and policies with respect to the conduct of its work on the improvements, as in
effect from time to time.
f. Limitation on Eminent Domain.
The District shall not exercise any power of dominant eminent domain against the Town
and shall not exercise any power of eminent domain without the prior written consent of the
Town. No exercise of eminent domain by the District is contemplated or authorized in this
Service Plan, and any proposed use thereof shall be considered a material modification of this
Service Plan, and shall be subject to the Town's prior written approval.
E. Dedication of Improvements to the Town.
Except as specifically set forth within Article IV.h. of this Service Plan, the District shall
_ dedicate and convey to the Town or its designee, or cause to be dedicated and conveyed to the
Town or its designee, all public improvements and facilities, including, but not necessarily
limited to, all streets, traffic safety controls, street lighting, sidewalks, water, landscaping, storm
drainage and park and recreation improvements and facilities, as well as all rights-of-way, fee
interests and easements necessary for access to and operation and maintenance of such
improvements and facilities, to the extent such property interests have not been acquired by the
Town through the land use approval process. The District shall not operate or maintain any
public improvements, except as necessary to comply with its warranty obligations hereunder.
The District shall also dedicate and convey to the Town or its designee any other facilities and
improvements contemplated in this Service Plan, together with necessary rights-of-way, fee
interests and easements. All such improvements, facilities, easements and rights-of-way shall be
conveyed to the Town or its designee immediately upon completion of construction, installation
and expiration of the two (2) year warranty period that commences after the Town has issued a
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Conditional Acceptance as set forth below. All improvements, facilities, rights-of-way, fee
interests and easements shall be conveyed and dedicated to the Town or its designee by
instruments acceptable to the Town, free and clear of all liens and encumbrances, except those
which are acceptable to the Town it its sole discretion. Failure to comply with the requirements
of this Article IV shall be deemed to be an unauthorized material modification of this Service
Plan.
Once a public improvement to be dedicated to the Town is constructed and installed, the
Town shall issue an "Conditional Acceptance" letter stating that the improvement has been
constructed or installed in conformance with the Town's standards, or shall issue a letter stating the
corrections necessary to bring the improvement into compliance with Town standards for the
issuance of such a "Conditional Acceptance" letter. The District at its expense shall promptly
undertake any necessary corrections. Upon issuance of the "Conditional Acceptance" letter, the
public improvements shall be warranted for two (2) years from the date of such "Conditional
Acceptance", during which time the District shall maintain the improvements and correct all
deficiencies therein as directed by the Town. At the conclusion of such two (2) year period, the
Town shall issue a "Final Acceptance" letter if the public improvements conform to the Town's
specifications and standards, or shall issue a letter stating the correction necessary to bring the
improvement into compliance with Town standards for the issuance of such a "Final Acceptance"
letter. The District at its expense shall promptly undertake any necessary corrections. A "Final
Acceptance closing" shall then be arranged and held (such closing in no event to occur more than
one hundred twenty (120) days after the issuance of the "Final Acceptance" letter), at which time
the Town will issue a"Final Acceptance" for all public improvements to be accepted by it, and the
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District will execute and deliver to the Town all necessary instruments to dedicate and convey to the
Town the improvements and facilities, and all necessary rights-of-way, fee interests and easements.
h. Ownership and Operation of Facilities by the District.
The District shall not be authorized to own or operate any improvements or facilities to
be provided pursuant to this Service Plan, other than as necessary to permit the financing and
construction thereof (including compliance by the District with its warranty obligations as
provided in Article IV.g., above), except through approval by the Town by resolution or through
_ an amendment to this Service Plan. Nothing herein shall limit the Town's authority to require
that improvements and facilities be operated or maintained by a homeowners' association formed
for the Neighbors Point development.
i. Acquisition of Land for Public Improvements.
The District shall acquire at no cost to the Town all lands or interests in land required by
the Town for construction of street, traffic safety control, street lighting, water, landscaping,
storm drainage, park and recreation improvements being constructed or installed by the District.
Such land or interests in land may be acquired by the District by instruments of conveyance
and/or plat dedication, in form and substance acceptable to the Town. All land and interests in
land shall be conveyed to the Town or its designee at no cost to the Town at such times and by
such instruments of conveyance as the Town may reasonably require (but in no event shall such
conveyances be made later than the "Final Acceptance closing" described in Article IV.g,
above), free and clear of all liens and encumbrances, except those which are acceptable to the
Town. Exceptions must be approved by the Town in advance and in writing. Failure to comply
with this provision shall be deemed to be an unauthorized material modification of this Service
Plan.
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j. Services to be Provided by other Governmental Entities.
The District proposes to finance, construct, acquire and install the public improvements
necessary to serve the District's residents and taxpayers, but is not authorized to and shall not
provide any ongoing services within the District. The District shall receive fire protection and
emergency services from the Frederick-Firestone Fire Protection District, either directly or, with
respect to emergency services, through contract with the Tri-Area Ambulance District. The
District shall receive sanitary sewer service from the St. Vrain Sanitation District. The District
shall not provide any sanitary sewer services. The District shall obtain a resolution from the
Carbon Valley Park and Recreation District consenting to the overlapping boundaries for
financing purposes only. The District shall not provide ongoing park and recreation services to
the District. The District shall obtain a resolution from the Central Weld County Water District
consenting to the overlapping boundaries for financing purposes only. The District shall not
provide ongoing water services to the District. Nothing herein shall limit or discharge the
District's responsibilities for operation, maintenance and repair of public improvements prior to
their acceptance by the Town and conveyance to the Town or its designee, or limit or discharge
the District's warranty obligations.
k. Integration.
All facilities and improvements shall be constructed so as to be integrated with existing
and planned facilities and improvements of the Town and other entities providing service to the
Neighbors Point development. The District shall obtain from such other serving entities
approval of the proposed plans for the facilities and improvements. The District shall provide
the Town with copies of any submittals to such entities at the time of their submittal, and with
copies of any approvals from such entities upon receipt.
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V. FINANCIAL PLAN
This Article V describes the nature, basis, method of funding and debt and mill levy
limitations and other financial requirements and restrictions for the District's public improvements
program and operations. Together with the Financing Plan attached hereto as Exhibit G and further
described below, this Article V constitutes the financial plan for the District as required by § 32-1-
202(2)(b), C.R.S. A detailed Financing Plan, consisting of the Accountant's Forecasted Cash
Surplus Balances and Cash Receipts and Disbursements (including a Summary of Significant
Forecast Assumptions), the Market Projection Consultant's Analysis, and the Developer's Letter in
Support of the Market Projections is contained in Exhibit G, attached hereto and incorporated
herein. The Financing Plan includes estimated operations,administration costs(including estimated
costs of warranty maintenance), proposed indebtedness and estimated interest rates and discounts
and other major expenses related to the organization and operation of the District. The Financing
Plan projects the issuance of the debt and the anticipated repayment based on the development
assumptions (including the market projections and absorption forecasts set forth therein) for
property within the boundaries of the District. The Financing Plan demonstrates that, at the
projected level of development, and with the projected Developer support, the proposed District has
the ability to finance the facilities identified herein,and will be capable of discharging the proposed
indebtedness on a reasonable basis.
a. General.
The provision of improvements and facilities by the proposed District will be financed
through the issuance of general obligation bonds (the `Bonds"), secured by the ad valorem taxing
authority of the proposed District and other District revenues, limited as discussed below. The
Financing Plan anticipates the issuance of two (2) series of Bonds in 2005 and 2007. The term of
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any Bonds issued by the District shall not exceed thirty (30) years. The combined total estimated
cost of the improvements is Six Million Seven Hundred Thirty-Eight Thousand Three Hundred
Twenty-Three Dollars and Seventy-Seven Cents ($6,738,323.77). The District has the capacity to
issue general obligation bonds in the aggregate principal amount of approximately Four Million
Sixty Thousand Dollars($4,060,000.00),projected to yield net bond proceeds of Three Million Five
Hundred Fifty Thousand Three Hundred Thirty-Five Dollars ($3,550,335.00)(which will be further
reduced by the District's contribution of Eight Hundred Sixteen Thousand Five Hundred Seventy-
Seven Dollars ($816,577.00) to the Town as provided in Article V.c., below). Accordingly, it is
currently anticipated that the bond proceeds will be insufficient to allow for repayment of Four
Million Four Thousand Five Hundred Sixty-Five Dollars and Seventy-Seven Cents($4,004,565.77),
_ which will be contributed by the Developer; however, if the financing capability of the District
changes and will permit repayment in the future (due to higher than anticipated assessed values,
lower interest rates or any other circumstance), the District may agree to repay the Developer for
tufreimbursed public infrastructure costs so long as the District has the capacity to make such
payments without exceeding the debt limit or Mill Levy Limit provided in this Service Plan and
subject to all other requirements of Article V.h., below. Payments made to the Developer by the
District are expected to be made principally from Bond proceeds and shall not exceed the amount
advanced by the Developer for capital costs of District public improvements. The Accountant's
Forecasted Cash Surplus Balance and Cash Receipts and Disbursements in Exhibit G do not
include the above-described Developer contribution to the costs of public improvements.
b. Debt Issuance.
The District intends to issue two (2) series of general obligation bonds in the aggregate
principal amount of approximately Four Million Sixty Thousand Dollars ($4,060,000.00). The
aggregate principal amount of all general obligation bonds and all other forms of borrowing by
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the District, throughout the District's existence and regardless of subsequent payments and
discharges, shall be limited to a total of Four Million Four Hundred Sixty-Six Thousand Dollars
($4,466,000.00) (the "debt limit"); except to the extent otherwise provided in Article V.g. with
respect to refunding bonds and in Article V.h. with respect to construction financing notes (i.e.,
notes or other financial obligations, if any, issued by the District to the Developer to evidence the
District's obligation to repay the Developer's advances for construction costs).
The first series of general obligation bonds will be issued in the approximate amount of
One Million Eight Hundred Twenty-Five Thousand Dollars ($1,825,000.00), at such time as
seventy-five (75) homes (representing, together with undeveloped land in the District, a total of
approximately Two Million Seven Hundred Twenty-Five Thousand Eight Hundred Sixty Dollars
($2,725,860.00) in assessed valuation) have received building permits and all public
improvements serving such homes have been completed and accepted by the Town
("Development Threshold I"), all of which is anticipated to occur in December 2005 as shown in
Exhibit G. The Developer expects that sales of such first series of general obligation bonds (to
financial institutions or institutional investors as further provided below) would be made on the
basis that, builder activity having commenced within the District (as demonstrated by the
development levels required by the immediately preceding sentence), there is a reasonable
likelihood that projected future development will occur and will result in increased assessed
valuation levels to support payment of such bonds. The second series of general obligation
bonds will be issued in the approximate amount of Two Million Two Hundred Thirty-Five
Thousand Dollars ($2,235,000.00), at such time as certificates of occupancy have been issued for
two hundred seventy-five(275)residential units (representing, together with undeveloped land in
the District, a total of approximately Six Million One Hundred Eighty-Three Thousand Fifteen
16
Dollars ($6,183,015.00) in assessed valuation), and seventy-five (75) remaining residential units
have received building permits (representing, together with the two hundred seventy-five (275)
units which have received certificates of occupancy and together with undeveloped land in the
District, a total of approximately Seven Million Three Hundred Ninety-One Thousand Nine
Hundred Forty Dollars ($7,391,940.00), and all public improvements serving such residential
development have been completed and accepted by the Town ("Development Threshold II"), all
of which is anticipated to occur in December 2007. As set forth in Exhibit H, the District's
Financial Advisor has indicated that issuance of certificates of occupancy and building permits
are generally accepted lending criteria for special district debt, and that accordingly, the above-
described Development Thresholds will evidence sufficient development activity within the
District to support repayment of the corresponding debt.
c. Required Transfers of Bond Proceeds to Town.
The District will pay to the Town for deposit into the Town's capital improvements fund
a total of Eight Hundred Sixteen Thousand Five Hundred Seventy-Seven Dollars ($816,577.00)
of the District's total net bond proceeds, forty-two percent (42%) of which shall be paid to the
Town upon the issuance and delivery of the first series of Bonds,which is anticipated to occur in
2005, and fifty-eight percent (58%) of which shall be paid to the Town upon the issuance and
delivery of the second series of Bonds, which is anticipated to occur in 2007. Pursuant to an
agreement to be executed between the Town and the District, the funds so paid to the Town shall
be used by the Town to finance improvements (whether inside or outside the boundaries of the
District) that the Town and the District would otherwise be empowered to construct, and for
which the District is authorized to incur indebtedness (i.e., streets, street lighting, traffic safety
controls, water, landscaping, storm drainage or park and recreation improvements and facilities),
17
which improvements shall be of benefit to the Town and the District and shall be specifically
_ identified in an amendment to the intergovernmental agreement between the Town and the
District, which amendment shall be fully executed prior to the issuance of any District bonds.
The Developer of the District acknowledges that the foregoing provisions for allocation
of bond proceeds to the Town's capital improvements fund for capital improvements are material
considerations in, and conditions of, the Town's approval of this Service Plan, and the Town has
relied thereon in approving this Service Plan. The District shall not issue bonds without
including in such issuance the concurrent allocation and delivery to the Town of the funds
required by this Article V.c., and such delivery of funds to the Town shall be a condition of
closing for the Bonds. Further, the District shall not be authorized to incur any financial
obligations of any kind or perform any other functions authorized under this Service Plan until
the governing body of the District, upon formation thereof, has executed: (1) the
intergovernmental agreement provided for in Article XIII and Exhibit N, with such amendments
as the parties may mutually agree, stating its agreement to comply with the provisions of this
Article V.c.; and(2)the District indemnity letter provided for in Part H of Exhibit K.
d. Other Financial Restrictions,Limitations and Requirement%
The District shall request voter authorization for such amount of general obligation debt
as the District deems sufficient to allow for allocation of the amounts deposited in the Town's
capital improvements fund (as described in Article V.c., above) among the District's powers,
unforeseen contingencies, increases in construction costs due to inflation and all costs of
issuance, including capitalized interest, reserve funds, discounts, legal fees and other incidental
costs of issuance; provided, however, that the amount of general obligation debt (together with
construction financing notes) actually issued by the District shall not exceed the debt limitation
18
of Four Million Four Hundred Sixty-Six Thousand Dollars ($4,466,000.00) as stated in Article
V.b., above. All bonds of the District will be sold for cash. The authorized maximum voted
interest rate is fifteen percent (15%) per annum and the maximum underwriting discount is four
percent (4%) of bond principal. The actual interest rates and discounts, within such maximum
voted amounts, will be determined at the time the bonds are sold by the District and will reflect
market conditions at the time of sale; provided, however, that the actual interest rate shall not
exceed three hundred (300) basis points above the thirty (30) year 'AAA' Municipal Market
Data rate in effect at the time the bonds are sold.
Estimated interest rates used in Exhibit G are based on information furnished by the
underwriters identified in Exhibit H. In the event bonds are issued at an interest rate higher than-
the estimated rates used in Exhibit G, the principal amount of bonds will be reduced so as to
result in total debt service payments approximately equal to those projected in Exhibit G, and so
that debt service on the bonds can be paid from the revenue sources contemplated in this Service
Plan. If actual increases in District assessed valuation are less than the projected increases for
those factors as shown in the Exhibit G forecasts, it is expected that the District would
compensate by increasing its mill levy (subject to the Limited Mill Levy) or reducing the
principal amount of the bonds issued.
The Developer acknowledges and accepts the risk that, if all or a part of the general
obligation bonds proposed to be issued by the District are not issued, because of changes in
financial conditions or for any other reason, the Developer may not be paid or reimbursed for the
cost of public improvements or other advances to the District.
No bonds issued by the District shall provide for acceleration as a remedy upon default,
unless the District has received the prior written administrative approval of the Town, which
19
approval may be granted only by the Town Administrator or the Board of Trustees. Except as
provided below, with respect to notes issued to the Developer for construction financing, this
Service Plan authorizes only the issuance of general obligation bonds and only within the above
stated limits, and subject to the provisions as to the Limited Mill Levy as set forth below. The
District may be authorized to issue revenue bonds, certificates, debentures or other evidences of
indebtedness or to enter into lease-purchase transactions, only upon approval of an amendment to
this Service Plan, and such an amendment shall be considered a material modification of the
Service Plan. The District is not authorized to impose any development fees or user charges as
part of this Service Plan. The District is not authorized to impose any taxes other than ad
valorem property taxes as provided in this Service Plan. The District may be authorized to
_ impose such fees, user charges or taxes only upon the prior written approval of the Board of
Trustees.
All bonds of the District shall be structured utilizing a commercial bank with trust powers
as trustee to hold the bond proceeds and debt service funds and to pursue remedies on behalf of
the bondholders.
Any bonds issued by the District pursuant to this Service Plan shall be in compliance
with all applicable legal requirements, including without limitation § 32-1-1101(6), C.R.S., and
article 59 of title 11, C.R.S., and shall be approved by nationally recognized bond counsel. An
opinion shall also be obtained from bond counsel or counsel to the District that the bonds comply
with all requirements of this Service Plan.
20
e. Limited Mill Levy.
"Limited Mill Levy" shall mean an ad valorem mill levy (a mill being equal to 1/10 of
10) imposed upon all taxable property in the District each year in an amount sufficient to pay the
principal of, premium if any, and interest on the bonds as the same become due and payable, and
to make up any deficiencies in any debt service reserve for the bonds, but, together with all other
District debt service mill levies, such mill levy shall not exceed fifty (50.000) mills for debt
service purposes; provided however, that in the event of changes in the ratio of actual valuation
to assessed valuation for residential real property, pursuant to Article X, section 3(1)(b) of the
Colorado Constitution and legislation implementing such constitutional provision (which
changes shall be determined in relation to 2004 as the base year), the fifty (50.000) debt service
mill levy limitation provided herein will be increased or decreased (as to all taxable property in
the District) to reflect such changes so that, to the extent possible, the actual tax revenues
generated by the mill levy, as adjusted, are neither diminished nor enhanced as a result of such
changes ("Gallagher adjustment"). The Limited Mill Levy shall be an enforceable limit on all
District mill levies for debt service purposes.
In addition to the Limited Mill Levy applicable to all District debt service mill levies, the
total District mill levy for administration, warranty maintenance and other operating expenses
shall be limited to six(6.000)mills, as adjusted by the Gallagher adjustment.
f. Investor Suitability.
Except as provided below in this Article VS. as to rated bonds, the District's bonds shall
be issued only to financial institutions or institutional investors within the meaning of § 32-1-
1101(6)(a)(IV), § 32-1-103(6.5) and § 11-59-103(8), C.R.S. The District shall provide for and
shall utilize mechanisms and procedures for transfers and exchanges of bonds which are
reasonably designed to insure continuing compliance with such limitation of sales to institutional
21
investors. If the District's bonds are rated in one of the four highest investment grade rating
categories by one or more nationally recognized organizations which regularly rate such
obligations, compliance with the institutional investor limitation set forth above shall not be,
required.
g. Refunding bonds.
General obligation refunding bonds may be issued by the District to defease original
issue bonds in compliance with applicable law, but any such refunding shall not extend the
maturity of the bonds being refunded nor increase the total debt service thereon and shall meet
the requirements of§ 32-1-1101(6)(a), C.R.S. Refunding bonds shall not be subject to the debt
limit stated in Article V.b., above, provided that such refunding bonds demonstrate net present
value debt service savings; but if such refunding bonds do not demonstrate net present value debt
service savings, any increase in principal amount of the refunding bonds over the principal
amount of bonds being refunded shall be subject to such debt limit. My issuance of refunding
bonds must comply with Article V.f., above ("Investor Suitability"). Except to the extent
expressly provided in this Article V.g., all limitations, restrictions and requirements of this
Service Plan with respect to general obligation bonds of the District shall be applicable to
refunding bonds, including, without limitation, Limited Mill Levy, debt limit, maximum interest
rate, maximum discount, maximum term, prohibition on acceleration, bank trustee requirement
and opinion requirements.
h. Construction Financing Notes Issued to Developer.
The District may issue construction financing notes to the Developer to evidence the
District's obligation to reimburse the Developer's advances for construction costs; any
Developer advances which are not so reimbursed shall be treated as Developer contributions as
22
described in Article V.a., above. Such notes shall be subject to the following restrictions set
forth above for general obligation bonds: Limited Mill Levy, debt limitation, maximum term,
prohibition on acceleration, and opinion as to Service Plan compliance; but such notes shall not
be subject to the above-stated bank trustee requirement, minimum denomination, or bond
counsel opinion requirements. The repayment of construction financing notes from proceeds of
an equal or lesser principal amount of the District's bonds shall not be treated as an increase in
the principal amount of District debt for purposes of the debt limit under this Service Plan. Such
notes shall not be general obligations of the District, shall bear no interest (see Exhibit G), shall
be issued only to the Developer (and therefore shall be not be subject to any underwriting
discount), and shall not be transferred, assigned, participated or used as security for any
_ borrowing. The Developer hereby represents that it is an accredited investor, as that term is
defined under §§ 3(b) and (4)(2) of the federal "Securities Act of 1933" by regulation adopted
thereunder by the Securities and Exchange Commission, and the Developer agrees that it will
also be such an accredited investor if and when it acquires such notes. Such notes shall be paid
from proceeds of the District's general obligation bonds (when and if received by the District,
and subject to prior payment of amounts payable to the Town as provided in Article V.c., above);
otherwise the notes will be unsecured obligations of the District. To the extent that any of such
notes are outstanding when the District's general obligation bonds are also outstanding,
payments on the notes may be made only if such payments do not adversely affect the District's
ability to pay its general obligation bonds. The Developer solely assumes the risk of
nonpayment or other default on such notes, including, without limitation, delay, inability or
failure of the District to sell or issue its general obligation bonds.
23
i. Identification of District Revenue.
The District will impose a mill levy on all taxable property in the District as the primary
source of revenue for repayment of debt service and for operations and maintenance. The mill
levy imposed by the District for debt service purposes shall not exceed fifty (50.000) mills, and
the mill levy for administration, warranty maintenance and other operating expenses shall not
exceed six (6.000) mills, except for Gallagher adjustments permitted under Article V.e., above.
Although the mill levy imposed may vary depending on the phasing of facilities anticipated to be
funded, it is estimated that a mill levy of approximately forty-five and nine hundred seventy-nine
one thousandths (45.979) mills will produce revenue sufficient to support debt service and
administration, warranty maintenance and other operating expenses throughout the repayment
period.
j. Security for Debt.
The District will not pledge any Town funds or assets for security for the indebtedness set
forth in the Financing Plan of the District.
k. Services of District.
The District will require sufficient operating funds to plan and cause the public
improvements to be constructed. The costs are expected to include: organizational costs, legal,
engineering, accounting and debt issuance costs, compliance with warranty obligations,
compliance with state reporting and other administrative requirements. The first year's operating
budget (for 2005) is estimated to be Fifty Thousand Dollars ($50,000.00). The operating budget
amounts shown in Exhibit G are expected to be sufficient to enable the District to comply with
its warranty obligations as described in Article IV.g., above. Until the District receives sufficient
revenue from ad valorem taxes and other District sources, funds for District organizational costs,
operations and administration will be contributed by the Developer.
24
1. Quinquennial Review.
Pursuant to § 32-1-1101.5, C.R.S., the District shall submit application for a quinquennial
finding of reasonable diligence in every fifth (5th) calendar year after the calendar year in which
the District's ballot issue to incur general obligation indebtedness is approved by its electorate.
Upon such application, the Board of Trustees may accept such application or hold a public
hearing thereon and take such actions as are permitted by law. The District shall be responsible
for payment of the Town consultant and administrative costs associated with such review, and
the Town may require a deposit of the estimated costs thereof. The Town shall have all powers
concerning the quinquennial review as provided by statutes in effect from time to time.
m. Letters.
There is attached hereto as Exhibit H an underwriter's letter stating its intention to underwrite
the District's financial obligations as proposed in this Financing Plan. There is attached hereto as
Exhibit I a letter from legal counsel for the District stating that the petition for organization of the
District, this Service Plan, notice and hearing procedures in connection therewith, and provisions
thereof (including without limitation provisions as to the District's bonds, fees and revenue
sources) meet the requirements of titles 11 and 32, C.R.S., and other applicable law. There is
attached hereto as Exhibit J a letter from bond counsel for the District: (i)stating that provisions for
payments of bond proceeds to the Town for deposit into the Town's capital improvements funds are
authorized and permissible under currently applicable laws, and that the District is authorized by
currently applicable laws to undertake such borrowing and make such payments of bond proceeds
to the Town; and (ii) describing any significant legal or tax requirements or restrictions that the
^ Town will be expected to comply with in connection with such payments.
25
VI. LANDOWNERS' OBLIGATIONS AS TO PUBLIC IMPROVEMENTS
The creation of the District shall not relieve the Developer, the landowner or any
subdivider of property within the District, or any of their respective successors or assigns, of
obligations to construct public improvements for the Neighbors Point development, of the
obligation to enter into a subdivision improvements agreement regarding such improvements, or
of obligations to provide to the Town letters of credit as required by the Town to ensure the
completion of such public improvements, or of any other obligations to the Town under Town
ordinances, rules, regulations or policies, or under other agreements affecting the property within
the District or the Neighbors Point development, or any other agreement between the Town and
the Developer(or any such landowner, subdivider or successors or assigns).
VII. ANNUAL REPORT
The District shall be responsible for submitting an annual report to the Town within one
hundred twenty (120) days from the conclusion of the District's fiscal year. Failure of the
District to submit such report shall not constitute a material modification hereof, unless the
District refuses to submit such report within thirty (30) days after a written request from the
Town to do so. The District's fiscal year shall end on December 31s` of each year. The content
of the annual report shall include information as to the following matters which occurred during
the year:
a. Boundary changes made or proposed;
b. Intergovernmental Agreements entered into or proposed;
c. Changes or proposed changes in the District's policies;
d. Changes or proposed changes in the District's operations;
26
e. Any changes in the financial status of the District including any issuance of
financial obligations or any change in revenue projections or operating costs;
f. A summary of any litigation and notices of claim involving the District;
g. Proposed plans for the year immediately following the year summarized in the
annual report;
h. Status of construction of public improvements;
i. The current assessed valuation in the District; and
_ j. A schedule of all taxes imposed and tax or other revenues received in the report
year, and proposed taxes to be imposed, and identified revenues to be received in
the following year and the revenues raised or proposed to be raised therefrom. -
The foregoing list shall not be construed to excuse the requirement for prior written Town
approval of those matters that are considered material modifications of this Service Plan or for
any other required Town approval. The annual report shall be signed by the President and
attested by the Secretary of the District. Along with the annual report, and at any more frequent
intervals as reasonably requested by the Town, the District shall provide to the Town a currently
dated and written certificate, signed by the President and Secretary of the District, certifying that
the District is in full compliance with this Service Plan. If the District is not in full compliance
with this Service Plan, the certificate shall include a detailed statement describing such
noncompliance, and the District shall cooperate fully with the Town in providing further
information as to, and promptly remedying, any such noncompliance. The Town reserves the
right, pursuant to § 32-1-207(3)(c), C.R.S., to request reports from the District beyond the
mandatory statutory five (5) year reporting report. In addition to the foregoing, the District shall
cooperate with the Town by providing prompt responses to all reasonable requests by the Town
27
for information, and the District shall permit the Town to inspect all public improvements and
facilities and all books and records of the District.
VIII. DISSOLUTION •
Promptly when all of the general obligation bonds to be issued by the District have been
paid (or when provision for payment thereof has been made through establishment of an escrow
as provided by § 32-1-702(3)(b), C.R.S.), the District will so notify the Town and will cooperate
fully with the Town in taking all steps necessary under then applicable law to dissolve the
District (including, without limitation: formulating a plan of dissolution; executing the District's
consent to dissolve pursuant to § 32-1-704(3)(b), C.R.S.; making any necessary agreements as to-
continuation or transfer of warranty maintenance and other services, if any, which are then being
provided by the District; submitting a petition for dissolution to the District Court; and,
conducting any required dissolution election).
In addition, at any time after the District has issued all of its general obligation bonds
(excluding refunding bonds)as contemplated by the Financial Plan,upon the Town's request, the
District will cooperate fully with the Town to dissolve the District pursuant to a plan for
dissolution stating that there are outstanding financial obligations and providing that the District
will continue in existence (with the Town Board of Trustees serving as the District Board of
Directors if the Town so elects) to such extent as is necessary to adequately provide for the
payment of such financial obligations, as provided in §§ 32-1-702(3)(c) and 32-1-707(2)(c),
C.R.S. To the extent that any financial obligations are owned by the Developer, the Developer
shall cooperate fully with the Town to dissolve the District. Also, on or after December 31,
2008, if the District has not issued any of its general obligation bonds, the Town shall have the
28
right to require the District to dissolve in accordance with applicable law, and the District will
cooperate fully with the Town to dissolve the District.
To the maximum extent permitted by law, the above-stated agreements to cooperate in
dissolution of the District shall be binding on the undersigned Developer and other landowners
signing the Consent contained in Exhibit D to this Service Plan(together constituting the owners
of one hundred percent (100%) of the land in the District) and shall also be binding on their
successors in title to any and all land in the District (including the nominees for the initial Board
of Directors set forth in Article X hereof and succeeding directors who own land within the
District); and such agreements shall obligate all such persons to cooperate fully with the Town as
described above, including without limitation,the signing of petitions, execution of consents, and
voting in favor of dissolution in any required election.
IX. CONSOLIDATION
The District shall not file a request with the District Court to consolidate with another
district without the prior written approval of the Board of Trustees.
X. ELECTIONS
Following approval of this Service Plan by the Town, and after acceptance of the
organizational petition and issuance of orders from the District Court, elections on the questions
of organizing the District and approving bonded indebtedness and various agreements described
herein, including the intergovernmental agreement between the Town and the District
contemplated in Article XIII and Exhibit N hereof, will be scheduled. All elections will be
conducted as provided in the court orders, the Uniform Election Code of 1992 (as amended by
29
House Bill 93-1255 and as otherwise amended from time to time), and Article X §20 of the
Colorado Constitution (the "TABOR Amendment"), and are currently planned for November 2,
• 2004, but may be held on any legally'permitted date. The election questions are expected to
include whether to organize the District, election of initial directors, and TABOR Amendment
_ ballot issues and questions. Thus, the initial ballot may deal with the following topics (in several
questions, but not necessarily using the exact divisions shown here):
a. Whether to organize the District, •
_ b. Membership and terms of the initial board members,
c. Approval of new taxes,
d. Approval of maximum operational mill levies,
e. Approval of bond and other indebtedness limits,
f. Approval of an initial property tax revenue limit,
g. Approval of an initial total revenue limit,
h. Approval of an initial fiscal year spending limit, and
i. Approval of a four(4)year delay in voting on ballot issues.
Ballot issues may be consolidated as approved in court orders. The petitioners intend to
follow both the letter and the spirit of the Special District Act, the Uniform Election Code and
the TABOR Amendment during organization of the District. Future elections to comply with the
TABOR Amendment may be held as determined by the elected Board of Directors of the
District.
The following persons, who are or will be owners of property within the District, are
anticipated to be nominated for the initial board of directors of the District:
30
Everett Pfeiff Stephen R. Parry
6530 Daylily Court 5336 Flatrock Court
Niwot, Colorado 80503 Morrison, Colorado 80465
(303) 652-4160 (303) 931-4498
Jerry Bouldin Kirby Smith
3733 Florentine Circle 6201 South Hudson Court
Longmont, Colorado 80503 Littleton, Colorado 80121
(303) 881-4952 (303) 779-4531
John Brunker
4201 West 80`h Avenue
Westminster, Colorado 80031
(303) 657-9047
XI. INDEMNITIES
The fully executed I&J Partnership, L.P. Indemnity Letter attached hereto as Part I of
Exhibit K is submitted by the Developer to the Town as part of this Service Plan. The form of
the District Indemnity Letter attached hereto as Part II of Exhibit K shall be executed by the
District and delivered to the Town immediately upon formation of the District. The District shall
not incur any financial obligations of any kind or otherwise perform any functions authorized
under this Service Plan until the District Indemnity Letter has been duly executed by the District
and delivered to the Town. The execution of such Indemnity Letters are material considerations
in the Town's approval of this Service Plan, and the Town has relied thereon in approving this
Plan.
XII. DISCLOSURE AND DISCLAIMER; NO THIRD-PARTY RIGHTS
The District will also record a statement against the property within the District which
will include notice of the existence of the District, anticipated mill levy and maximum allowed
mill levy. The form of the notice is attached hereto and incorporated herein as Exhibit L,
31
subject to any changes requested by the Town in the future. In addition, there is attached hereto
as Exhibit M a form of the Town's disclaimer statement. The District shall conspicuously
include this disclaimer statement, or any modified or substitute statement hereafter furnished by
the Town, in all offering materials used in connection with any bonds or other financial
obligations of the District (or, if no offering materials are used, the District shall deliver the
disclaimer statement to any prospective purchaser of such bonds or financial obligations). No
changes shall be made to the disclosure and the disclaimer set forth in Exhibits L and M,
respectively, except as directed by the Town. Neither this Service Plan, the intergovernmental
agreement to be entered into between the Town and the District as described in Article XIII
below, nor any other related agreements shall be construed to impose upon the Town any duties
to or confer any rights against the Town upon, any bondholders, investors, lenders or other third
parties.
XIII. INTERGOVERNMENTAL AGREEMENTS
The District shall enter into an intergovernmental agreement with the Town which shall
be in substantially the form set forth in Exhibit N. The District shall execute and deliver the
intergovernmental agreement to the Town immediately upon formation of the District. The
District shall not incur any financial obligations of any kind of otherwise perform any functions
authorized under this Service Plan until the intergovernmental agreement has been executed and
delivered to the Town. The execution of such Agreement is a material consideration in the
Town's approval of this Service Plan, and the Town has relied thereon in approving this Plan.
No other intergovernmental agreements are proposed at this time. Any intergovernmental
agreements proposed regarding the subject matter of this Service Plan shall be subject to review
32
and approval by the Board of Trustees prior to their execution by the District. Failure of the
District to obtain such approval shall constitute a material modification of this Service Plan.
XIV. CONSERVATION TRUST FUND
The District shall not apply for or claim any entitlement to funds from the Conservation
Trust Fund which is derived from lottery proceeds, or other funds available from or through
governmental or nonprofit entities for which the Town is eligible to apply. The District shall
remit to the Town any and all conservation trust funds which it receives.
XV. MODIFICATION OF SERVICE PLAN
The District shall obtain the prior written approval of the Town before making any
material modifications to this Service Plan. Material modifications require a Service Plan
amendment and include modifications of a basic or essential nature, including,but not limited to,
the following:
1. Any change in the stated purposes of the District or additions to the types of
facilities, improvements or programs provided by the District;
2. Any issuance by the District of financial obligations not expressly authorized by
this Service Plan, or under circumstances inconsistent with the District's financial ability to
discharge such obligations as shown in the build out, assessed valuation and other forecasts
contained in Exhibit G, or any change in debt limit, change in revenue type (including, without
limitation, the imposition of any tax other than ad valorem property tax as provided in this
Service Plan) or change in maximum mill levy (except for any necessary Gallagher adjustment
as provided in Article V.e., above);
33
3. Any change in the types of improvements or change of more than fifteen percent
(15%) in the estimated costs of improvements from what is stated in Exhibit E of this Service
Plan;
4. Failure by the District to comply with the requirements of Article V.c. of this
Service Plan or Section 6 of the intergovernmental agreement (the form of which is attached
hereto as Exhibit N)concerning transfer of bond proceeds to the Town; or
5. • Failure by the District to enter into the intergovernmental agreement (the form of
which is attached hereto as Exhibit N) or failure to execute and deliver the District indemnity
letter (the form of which is attached hereto as Exhibit K Part II) immediately upon the
District's formation as provided in Articles XIII and XI, respectively, of this Service Plan;
6. Failure to comply with the requirements of this Service Plan concerning the
dedication of improvements or the acquisition and conveyance of lands or interests in land;
7. The failure of the District to develop any capital facility proposed in its Service
Plan when necessary to service approved development within the District;
8. Any proposed use of the powers set forth in §§ 32-1-1101(1)(1) and —1101(1.5),
C.R.S.,respecting division of the District;
9. The occurrence of any event or condition which is defined under the Service Plan
or intergovernmental agreement as necessitating a service plan amendment;
10. The default by the District under any intergovernmental agreement;
11. Any of the events or conditions enumerated in § 32-1-207(2), C.R.S., of the
Special District Act; or
12. Any action or proposed action by the District which would interfere with or delay
the planned dissolution of the District as provided in Article VIII hereof.
34
(The examples above are only examples and are not an exclusive list of all actions which may be
.- identified as a material modification.)
The District will pay all reasonable expenses of the Town, its attorneys and consultants,
as well as the Town's reasonable processing fees, in connection with any request by the District
for modification of this Service Plan or administrative approval by the Town of any request
hereunder. The Town may require a deposit of such estimated costs.
•
XVI. FAILURE TO COMPLY WITH SERVICE PLAN
In the event it is determined that the District has undertaken any act or omission which
violates the Service Plan or constitutes a material departure from the Service Plan (including;
_ without limitation, any material modification of the Service Plan as described in Article XV which
is not duly authorized by the Town), the Town may utilize the remedies set forth in the statutes to
seek to enjoin the actions of the District, or may withhold issuance of any permit, authorization,
acceptance or other administrative approval for the Neighbors Point development, or may pursue
any other remedy available at law or in equity, including affirmative injunctive relief to require the
District to act in accordance with the provisions of this Service Plan. The District shall pay any and
all costs, including attorneys' fees, incurred by the Town in enforcing any provision of the Service
Plan. To the extent permitted by law, the District hereby waives the provisions of§ 32-1-207(3)(b),
C.R.S.,and agrees it will not rely on such provisions as a bar to the enforcement by the Town of any
provisions of this Service Plan.
35
XVII. RESOLUTION OF APPROVAL
The Developer and other proponents of the proposed District agree to and shall
incorporate the Board of Trustee's Resolution of Approval, including any conditions on such
approval, into the Service Plan presented to the appropriate district court. Such resolution shall
be attached as Exhibit O.
XVIII.SEVERABILITY
If any portion of this Service Plan is held invalid or unenforceable for any reason by a
court of competent jurisdiction, such portion shall be deemed severable and its invalidity or its
unenforceability shall not cause the entire Service Plan to be terminated. Further, with respect to
any portion so held invalid or unenforceable, the District and Town agree to pursue a Service
Plan amendment or take such other actions as may be necessary to achieve to the greatest degree
possible the intent of the affected portion.
36
XIX. CERTIFICATION
This Service Plan is submitted to the Town by the undersigned Developer, which is the
District petitioner, and with the consent of all property owners of all property within the boundaries
of the proposed District. The undersigned will cause written notice of the Town's hearing on the
proposed Service Plan to be duly given to all "interested parties"within the meaning of§ 32-1-204,
C.R.S., and will or has caused all other required filings to be made and all other applicable
procedural requirements to be met. The information contained in this Service Plan is true and
correct as of this date.
I & J PARTNERSHIP, L.P.
A California limited partnership •
•
•7i, ---
{ . •
Everett Pfeiff,Authotizeti Agent
October 7, 2004
EXHIBIT A
Legal Description
OVERALL FDP LEGAL DESCRIPTION
THAT PORTION OF THE SOUTH WEST QUARTER OF SECTION 12, TOWNSHIP 2 NORTH,
RANGE 68 WEST OF THE 6TH P.M.,WELD COUNTY,COLORADO,DESCRIBED AS FOLLOWS;
COMMENCING AT THE SOUTH LINE OF THE SW 1/4 OF SECTION 12, TOWNSHIP 2 SOUTH,
RANGE 68 WEST OF THE 6TH. PRINCIPAL MERIDIAN BEING ASSUMED TO BEAR SOUTH
89°31'25"EAST AND ALL BEARINGS CONTAINED HEREON RELATIVE THERETO:
THENCE NORTH 03°24'37"EAST,A DISTANCE OF 742.26 FEET TO THE POINT OF BEGINNING;
THENCE NORTH 00°27'08"WEST,A DISTANCE OF 1920.31 FEET;
THENCE SOUTH 89°58'03"EAST,A DISTANCE OF 2670.83 FEET;
THENCE SOUTH 00°00'54"WEST,A DISTANCE OF 1340.88 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 928.01 FEET;
THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 100.00 FEET; •
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 400.00 FEET;
THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 124.62 FEET;
THENCE NORTH 89°30'56"WEST,A DISTANCE OF 1331.43 FEET;
THENCE NORTH 89°31'25"WEST,A DISTANCE OF 1969.94 FEET;
THENCE NORTH 00°28'35"EAST,A DISTANCE OF 30.00 FEET;
THENCE NORTH 00°27'08"WEST,A DISTANCE OF 531.63 FEET;
THENCE NORTH 56°48'54"EAST,A DISTANCE OF 79.41 FEET;
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 116.87 FEET;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 20.00 FEET AND
A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET(CHORD BEARS NORTH
85°07;224"WEST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 54.00 FEET;
THENCE ALONG THE ARC OF A NON TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 20.00 FEET AND A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET
(CHORD BEARS NORTH 04°52'36"EAST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 23.31 FEET;
THENCE SOUTH 86°14'42"WEST,A DISTANCE OF 177.11 FEET;
THENCE SOUTH 86°31'17"WEST,A DISTANCE OF 420.74 FEET;
TO THE POINT OF BEGINNING;
CONTAINING 8,335,033 SQUARE FEET,OR 191.346 ACRES,MORE OR LESS.
THIS LEGAL IS FOR INFORMATIONAL PURPOSES ONLY AND WITHOUT
WARRANTIES IMPLIED OR EXPRESSED.
EXHIBIT B
Boundary Map
I ) 1 1 1 t I I I I 1 ) ► I I I I 1 I
-fl
i
1
I '
-
1 I i I
it
,
iI
E NEIGHBORS POINT &
; ----- S, SABLE GLEN
-' BOUNDARY
I EXHIBIT
N.T.S.
I
I
1 `----- [..."
c -4
i_I
J !
I
I'. ' i
il 1 1 I I I I r TK I !
I I I
I
EXHIBIT C
Vicinity Map
-
-1
\_TOWN OFI
^ FIRESTONE
LIMITS
-
HWY 119 FIRESTONE El VD
/
_ iI
w
w
I O
CC SEC. 12, 800114 >
U RT2N,
68 FARMS 0] .44
R68W 0
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SEC. 11, O �yC
R68W p C�
0
-
MONARCH
ESTATES
TOWN OF
FIRESTONE
— SABLE AVE. o
LIMITS
SITE
CO
SEC. 14, SEC. 15, 0
- T2N, N T2N, O
R68W = R68W K
0 0
ce J
m 0
0
- FIRESTONE
VICINITY MAP
EXHIBIT D
Property Owners' Consents
April 22, 2004
Board of Trustees
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Proposed Neighbors Point Metropolitan District (the"District")
Dear Trustees:
Isaac Moradi is an owner of the property attached hereto as Exhibit A, which property is
proposed to constitute the boundaries of the District. The purpose of this letter is to
advise that I, Everett Pfeiff, as Power of Attorney for Isaac Moradi, consent to the
organization of the District.
•
ISAAC MORADI •
Everett Pfeiff, Pow ef o Rttomey
STATE OF COLORADO )
) ss
COUNTY OF Fr 1 i-j r{`
Subscribed and sworn to before me on this ( i� day of April 2004, by Everett Pfeiff, as
P. ----: ttorney for Isaac Moradi.
/PRY.P V6
•
LEAIFsE ,] '.
:MITCHELL. j
d5z_ '•. O Notary Public
` `�9OF COCCI
My commission expires Ci
Neighbors Point\Service Plan
[Cl 058
07151)007
EXHIBIT A
OVERALL FDP LEGAL DESCRIPTION
THAT PORTION OF THE SOUTH WEST QUARTER OF SECTION 12, TOWNSHIP 2 NORTH,
RANGE 68 WEST OF THE 6TH P.M., WELD COUNTY,COLORADO, DESCRIBED AS FOLLOWS;
COMMENCING AT THE SOUTH LINE OF THE SW 114 OF SECTION 12, TOWNSHIP 2 SOUTH,
RANGE 68 WEST OF THE 6TH. PRINCIPAL MERIDIAN BEING ASSUMED TO BEAR SOUTH
89°31'25" EAST AND ALL BEARINGS CONTAINED HEREON RELATIVE THERETO:
THENCE NORTH 03°24'37"EAST,A DISTANCE OF 742.26 FEET TO THE POINT OF BEGINNING;
THENCE NORTH 00°27'08"WEST,A DISTANCE OF 1920.31 FEET;
THENCE SOUTH 89°58'03"EAST,A DISTANCE OF 2670.83 FEET;
THENCE SOUTH 00°00'54"WEST,A DISTANCE OF 1340.88 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 928.01 FEET;
THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 100.00 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 400.00 FEET;
THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 124.62 FEET;
THENCE NORTH 89°30'56"WEST,A DISTANCE OF 1331.43 FEET;
THENCE NORTH 89°31'25"WEST,A DISTANCE OF 1969.94 FEET;
THENCE NORTH 00°28'35"EAST,A DISTANCE OF 30.00 FEET;
THENCE NORTH 00°2T08"WEST,A DISTANCE OF 531.63 FEET;
THENCE NORTH 56°48'54"EAST,A DISTANCE OF 79.41 FEET;
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 116.87 FEET;
• THENCE ALONG THE ARC OF A CURVE TO THE'LEFT HAVING A RADIUS OF 20.00 FEET AND
A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET(CHORD BEARS NORTH
85°07;224"WEST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 54.00 FEET;
THENCE ALONG THE ARC OF A NON TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 20.00 FEET AND A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET .
(CHORD BEARS NORTH 04°52'36"EAST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 23.31 FEET;
THENCE SOUTH 86°14'42"WEST,A DISTANCE OF 177.11 FEET;
THENCE SOUTH 86°31'17"WEST,A DISTANCE OF 420.74 FEET;
TO THE POINT OF BEGINNING;
CONTAINING 8,335,033 SQUARE FEET,OR 191.346 ACRES,MORE OR LESS.
THIS LEGAL IS FOR INFORMATIONAL PURPOSES ONLY AND WITHOUT
WARRANTIES IMPLIED OR EXPRESSED.
April 22, 2004
Board of Trustees
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Proposed Neighbors Point Metropolitan District(the"District")
Dear Trustees:
I & J Partnership, L.P. is an owner of the property attached hereto as Exhibit A, which
property is proposed to constitute the boundaries of the District. The purpose of this
letter is to advise that I, Everett Pfeiff, as authorized agent of I & J Partnership, L.P.,
consent to the organization of the District.
•
I &J Partnership, L.P., a California limited partnership
144 Ci
Everett Pfeif�Aut or • d Agent
STATE OF COLORADO
) ss
COUNTY OF PCuLDeR )
Subscribed and sworn to before me on this 1n AFu4
_ (;� day of ,�I 2004, by Everett Pfeiff, as
authorized a•ent of I & J Partnership, L.P., a California limited partnership.
iftWa
y MITCHELL 1�,
it NA:, :� t Notary Public
Mycommi . expires T,(;;-� ,
Neighbors Puna Skin ice Plan
.ILC165i
0715.0(0 3
EXHIBIT A
OVERALL FDP LEGAL DESCRIPTION
THAT PORTION OF THE SOUTH WEST QUARTER OF SECTION 12, TOWNSHIP 2 NORTH,
RANGE 68 WEST OF THE 6TH P.M.,WELD COUNTY,COLORADO, DESCRIBED AS FOLLOWS;
COMMENCING AT THE SOUTH LINE OF THE SW 1/4 OF SECTION 12, TOWNSHIP 2 SOUTH,
RANGE 68 WEST OF THE 6TH. PRINCIPAL MERIDIAN BEING ASSUMED TO BEAR SOUTH
89°31'25" EAST AND ALL BEARINGS CONTAINED HEREON RELATIVE THERETO:
THENCE NORTH 03°24'37"EAST,A DISTANCE OF 742.26 FEET TO THE POINT OF BEGINNING;
THENCE NORTH 00°27'08"WEST,A DISTANCE OF 1920.31 FEET;
THENCE SOUTH 89°58'03"EAST,A DISTANCE OF 2670.83 FEET;
THENCE SOUTH 00°00'54"WEST,A DISTANCE OF 1340.88 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 928.01 FEET;
THENCE SOUTH 00°07'45"EAST, A DISTANCE OF 100.00 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 400.00 FEET;
- THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 124.62 FEET;
THENCE NORTH 89°30'56"WEST,A DISTANCE OF 1331.43 FEET;
THENCE NORTH 89°31'25"WEST,A DISTANCE OF 1969.94 FEET;
THENCE NORTH 00°28'35"EAST,A DISTANCE OF 30.00 FEET;
THENCE NORTH 00°27'08"WEST,A DISTANCE OF 531.63 FEET;
THENCE NORTH 56°48'54"EAST,A DISTANCE OF 79.41 FEET;
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 116.87 FEET;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 20.00 FEET AND
A CENTRAL ANGLE OF 90°00'00",AN ARC DISTANCE OF 31.42 FEET(CHORD BEARS NORTH
85°07;224"WEST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 54.00 FEET;
THENCE ALONG THE ARC OF A NON TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 20.00 FEET AND A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET
(CHORD BEARS NORTH 04°52'36"EAST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 23.31 FEET;
THENCE SOUTH 86°14'42"WEST,A DISTANCE OF 177.11 FEET;
THENCE SOUTH 86°31'17"WEST,A DISTANCE OF 420.74 FEET;
TO THE POINT OF BEGINNING;
CONTAINING 8,335,033 SQUARE FEET,OR 191.346 ACRES,MORE OR LESS.
_ THIS LEGAL IS FOR INFORMATIONAL PURPOSES ONLY AND WITHOUT
WARRANTIES IMPLIED OR EXPRESSED.
EXHIBIT E
Engineering Estimates
NEIGHBORS POINT METROPOLITAN DISTRICT
PUBLIC IMPROVEMENTS
ESTIMATE OF PROBABLE CONSTRUCTION COSTS
- 5.12-04
Description I Item i Unit I Unit Qty I Unit Cost I Extension
Inspection Fees Town InspaGlions Allow Est 1 33,50000. 33,500.00
— Const Pemtlts other Permits Allow Est _7 12.000001 12,000,00
Construction Engineering As-Bmhs 8 Cans LS 11 8,500.001T 8,500.08,500.00
Construction Changes LS •
1 8,500.00: 8800.00
— Const.Engineering Total i 17,000.00
Construction Survey Const Survey LS 1 240.000 001 240 000.00
CensBAS Bulls Est 1 15,000.00 i 15000.00
Geotschnical Eng Total! 255,000.00
•
'—. Geotechnical Eng Test Soils 8 Material Est LS 1 115,000 00 i 115,000.00
Pavement Design _ Est LS 1, 3,000001 3,000.00
Compliance Reports Est LS 1 3,000001 - 3,000.00
Geotechnical Eng Total( 121,000.00
— Grading ,._.—._— Mobilization LS 1� 10,00000i 1000000
Grub.Demo LS t 40,00000 40,000.00
Disposal LS L 12,500.001 _ 12500.00
Includes Sable Ave..Cut M Fill Streets&Ponds only CY 84,5521 /.251 105 690.00
Fine Grade ponds&Embankments Est 1 11 10,500001 10,500.00
— Fine Grade PLO Own Space__ Est 1 17,000.00T 17,000.00
Sable Ave Ditch Final shaping LF 10,560 200r 21,120.00
Sable Ave.-Drive Entry Restoration EA • 14 400.001 5,600.00
Grading Total! 222,410.00
— Erosion Control Silt Fence Perimeter LF 1 17,250( 1.751 30 187.50
VTC Pads EA i 7 800.001 5,600.00
Straw Bale Dikes _...__ EA 50 100.001 5,000.00 -
-Inlet Protect __. Est/LS 1 8,50000 6.50000
Temp Si Native Seeding Est/Ac 52 750.001 39,000.00
— Sable Ave.'SeedingfBonow) Acre 8.3 600.00! 4,980.00
Sable Ave.I Straw Check Dams EA 40 100,00 4,000.00
Erosion Control Total 95 267.50
Water System — Rmv 80&connect EA I—
I 7 300.001 2,100
— .8 C900 DR 18 PVC _ LF J__-_,__27,058 1400 378 812.00
— --
;8'Valve 8 Box :F.4 104 881.00 91,624.00
8'x e'Tee I EA 38 427.00 15.372.00
8'x 8'X-Tee EA j 11 741.00 8,151.00
I B x 6'Swivel Tee EA 38 312.00 11 232.00
—._— ....__ — ___- 1 _....
— r8 EA Bends Hors 73 293.00 21 38900
8'%up/Cap W/Y BO EA 3fi 1,200.00 43,200.00
'FH Assembly EA 49i 2,750.00 134,750.00
8'Vert Lowering .. EA 35j__. 2,01500 70,525.00
8'x 6'Reducer EA 131 253.00 3,289.00
.6'B8M9 Hoe EA � 111 241.00 2651_00
13/4'W Assm.Shc,corp,cs EA 4301 255.00 109,650.00
_ 3/4'K Copper WL LF f 17,800( 8.00 140 800.00
2'Ldxp lrligSvc EA 1 i 4,794001 47944X)
l'Ldscp lrtl$Svc EA 31 3.250.OOi 9,750
— -- . .75'Ldscp IMg Svc EA 4I 657.00! 3,428.00
Water System Total! 1,051,517.00
Storm$@Wef �5'MH Outlet EEAA___. _ t7 2 900 1,700.00
30 91200 L...... 21,196.00
2 98900
1. _._
Typ'Da Outlet EA ( 1] 3,400.00 3,400.00
.Double Typ'V Outlet EA } 1I 7,898.00 7,898.00
45 Tip'R'Inlet FA 7 2,165.00 15,155.00
y10'Typ2R'Inlet EA 16 3,16500 5064000
115'Typ'R'Inlet EA t 4I 4,728.00 18 91200
:20 Typ'R'Inlet EA I 3 6,335.00 19 005.00
"18 RCP LF 2,576 25.00 64,400.00
-
24 RCP LF 1842 28.00 51,578.00
— .30'RCP LF 1. 4991 38.00 17,964.00
38'RCP LF I 1101' 39.00 ---42,939.00_
42'RCP LF 368 58.00 __ 21,344.00
48 RCP LF 550 69.00 37.950.00
54 RCP LF 622 91.00] 5660200
34'x 53 HERCP CL3 LF 57 119.00j_ _ 6,783.00
18'FES EA I 13t 43000 5,590.00
24'FES EA I 3i 539.00 1,617.00
_ .
Continued next page 30'FES EA i I 649.00 -_ - 649.00
NP SG Metro 5-12-04 Neighbors Metro Dist 5-12-04 1 of 2 Last Printed on 6/3/2004 at 1:48 PM
Description I Item I Unit I Unit Qty I Unit Cost I Extension
Storm Sewer(Continued) 36°FES _ EA 5 795.00' 3.975.00
54 FES EA 2 1,14700 2294.00
34'x53'HERCP FES EA - 1 1,308 00 1,308.00
. Rip Rap Type"M" SF 4747 500 23,735.00
Sable Ave. 18'RCPACukersl LF 420i 23 00 9,660.00
Sable Ave. �Extentions _ Est/LS 1 600.00 60O00
Sable Ave. Rip T M' - -
_ p p (Fiber)
SF 2.100. 500 10500O0
3 TAI Pan(Fiber) LF 1,890 11.20, 21.168
�- _.
Storm Sewer Total; 552,481.00
Streets Mobilization Concrete&Paving Est/LS 1 15,000 00 15,000
Balance,Shaped Prep SY - 98,147• 1.25 122,684
,Sterilize SG SY 98,147 0.15' 14,722
4 HBP on 7*ABC SY 95518' 12.20. 1,165.320
4'HBP on 10'HBP SY 2,629 14.70 38,646 '
6'-4'Curb Walk W/Prep&BF LF 45,785 1450 663,883
HDCP Ramps EA 1491 25000 37,250
-- _ _ Curti Cuts Dry Entry EA 2. 350.00 700
6'Xpn&Sp0r154'complete SF + 89561 500 44,780
30'V Curb&Gutter W/Prep&BF LF 3.800 9.201 34,960
Color Conc_X-walk EA 3 1.980.001 5940
~
MH Adjust EA 182! 350.00.. .63,700
WV Atlustt_., FA 1541 17500 26,950
-- BO Adjust EA I 111 175.001 1,925
Sable Ave Street Balance SY r 19,8001 0.50 _ __ 9,900,00
Sable Ave Final Shape&Prep SY 19,8001 0.681 13,464.00
Sable Ave Sterilize SG SY 198001 -
015f 2370.00
_ Sable Ave l5'HBP on 8'ABC $V 19,6001 13151 260,370.00
__ ...... Streets Total' 2,523 183.20
Detached Sidewalk 10'x6'Del Walk W/P&BF Trail LF 1 3,878 23.201 89,970
8'x4'Dot Walk Trail LF 3,533 18.201 64,301
4'x4'Det Walc W/Thickened edge LF L 2601 16.201 4,212
Detached Sidewalk Total] 155,482.20
i
St S%ppe 8 Markings Stop&St Blades EA _t 56 350 00 19,600.00
Traffic Control Signs EA 30 ..15000! 4,500.00
Birch St.1St Marking Est/LS 1 3,000.00 3,000.00
Sable Ave.A.Sign&Stripe _ Est/LS 1L 4,500.00 4,500,00
--- St Signs&Markings Total _._ 31,800.00
Const Traffic Control Sign&Barricade Rental Est/LS 1 9,000.00 9,000
—__LTA Control E9VLS 1 4,500.00 4,500
Const Traffic Control Total 13,500.00
Barricades 8 Fence Sign Rental 'Est/LS 1 11 3,500.00 3,500
Construction Barricade Rental Est/LS I II 2,500.00 2.500
7Phase Barricades -- ESVLS 1r-- 1,750.00 1.750
Barricades&Fence Total
J750
Construction Clean-up :Site Labor&Steep Est/LS LS ij_ 10,000.00f 10,000
.— I
D 10.00
0
Construction Clean-1r Total -
..... Street Lights (.Cobra Heed EA 5 3,500.001_ 17,500
RSL-350 EA c _, 751 2,500.00 187,500
___ Street Lights Total' 205,000.00
T
Landscape B Irrigation r Irrigation Sod&Beds SF I 226,648I 0.65J 147,319.90
__.
—
Native Seed Irrjiatior '.SF ' 727,1751 0.50( 363,587.50
Blue Grass Seed SF 222,6181 0.15! 33,392.40
Native Seed Acre 17.00 750.00r 12,750.00
.Sall Prep SF 226,646 0.081 18,131.68
!IOmamenta Grasses 1 gal EA 92 9.00( __ 828.00
•Steel Edger LF • 2,8571 2,501 7,142.50
Deciduous Trees 2' —_--__ EA r 38 350.00; _... 13,300.00
EvarOreen Trees 8' EA ! 49 350.001 17,150.00
.Eveergreen Shrubs 5 gal„ EA _._65 3&001 2,275.00
Deciduous Shrubs 5gal FA 106 35.001 _._._ 3.78000
,_ Shredded Aspen Mulch SF 4,0307- 0.35) 141050
Structures 8 Equipment Park' Pavilion Est/LS 4 11 10,000.00 10,000
_P_UYground Equipment_ _. Est/LS ,-4 1 I. 20,000.001 20,000
Benches EA ' 21 750.007 _. 1,500
op Waste Recdcle .. EA _. 2J 450.00r —... 900
—
Landscape,Irrigation&Structures Total 853,487.48
Total of Above Items 5,963,118.38
Contingency @ 10%of Total 598,311.84
Construction Management Q 3%of Total 175,593.55
TOTAL PROJECT IMPROVEMENTS b $6,738,323.77
NP SG Metro 5-12-04 Neighbors Metro Dist 5-12-04 2 of 2 Last Printed on 6/3/2004 at 1:48 PM
Peak Civil Consultants
Civil Engineering and Land Development Services
March 24, 2004
Town of Firestone
— 151 Grant Street
Firestone, CO 80520
— Re: Proposed Neighbors Point Metropolitan District
To Whom It May Concern:
I, Robert Kelsey, a Registered Professional Engineer in the State of Colorado, have reviewed the
Neighbors Point Metropolitan District Public Improvements Estimate of Probable Construction
Costs within the proposed Neighbors Point Metropolitan District area. The estimate was
prepared by Jerry Bouldin of STF Land Development Consultants, Inc. The estimate was based
upon the following assumptions:
I. The quantities for each item are based upon a preliminary version of the Final Utility
Plans for Neighbors Point dated 1/22/04,prepared by Peak Civil Consultants, Inc.
— Quantities for Sable Avenue are based upon a preliminary version of the Sable
Avenue Construction Plans dated 8/15/03, prepared by Peak Civil Consultants, Inc. •
2. Unit costs were based upon recent bid cost for similar projects.
Based upon these assumptions, I believe the Public Improvements Estimate of Probable
Construction Costs contained within the Service Plan for Neighbors Point Metropolitan District
is reasonable for the public improvements portion of this project.
Additionally, I have reviewed the exhibits of the location of public improvements within the
Service Plan for the District(Streets, Storm Sewer, Sanitary Sewer, and Water Main) and believe
the exhibits represent the conceptual design of the public improvements prepared by Peak Civil
Consultants, Inc.
Sincerely, 0 RE 4P
Psi :
31697 :tag
Kid 3•z4 soa te4
Robert Kelsey, PE '5'ON*t a
Peak Civil Consultants, I c. toutmlitt''
Cc. Jerry Bouldin, STF
2828 Speer Blvd.,Suite 201 • Denver,Colorado 80211 • Phone: 720.855.3859 • Fax: 720.855.3860
EXHIBIT F
Location of Public Improvements
I 1 I I I I I I I I I I I I I I 1 1 1
1 ,----> I (
I
I :
• �� , NEIGHBORS POINT
m "14 do SABLE GLEN
-- s 1 SIDEWALKS,
STREETS, &
cillpy. 9—
ILegINMr ` ' �.; TRAILS EXHIBIT
�• N.T.5.
ER. ET \\ ��• ' '. , .-.�
rid 111�����0 v •� 1C
ELI
A E
1 1 I o ESC.xi STREET
—. r
i
1 T 1
i
! ! I
I
I
i HI .
• DETENTION 1 c \ ,
(II °S.>„_____ • i ''• �, x NEIGHBORS POINT
! . do SABLE GLEN
J s i STORM SEWER
_1 t'i --- I ,,, P- EXHIBIT
`� _.._ f �• N.T.S.
I I \.) -ti"
J�j �
�� 111►���� �„ •� ���� TA
----'Il lit
a�� �E�. I , I A -
I I I I I I I I I I I I I I I I I I I
I ''I
i
i I
���♦A� L � r'4.
I \
MR . S$ its - \• NEIGHBORS POINT
- do SABLE GLEN
li i, ^:L ��••� 4--- WATERLINE EXHIBIT
'�
E
;III ra
► /����• �
s—Sill A
i
1 ;� : 1 . 1 1 I 1 1 1 I 1 I I 1 1 1 I 1 1
`rk .! ' Y' ,J (1, 1,1
,a, „Dinh , t� Land Use Summary
4.JLJ: at.,,� .: a. y . a.
Del. V� �,;,..,6,+t ,,;..,r, . ,:��.-�r-"'R' ,7, . Iola' Site Acreage - I°51 .0 AC
r.
Is\ii-----
---.� ��._.-- `� r-, "l�' ... �+a Residential
_ • ti >{i` • ,„,, l- • ;,-\,.., -A,• ': ....', *., ' ' . ' , ' ....,: ....A Lstcite lots (Min. 10,800 sf) : 44
1 • potentialy • ';+r�i' �hl•' • " 'oY
.,.
Wider --w-� School' W • ' '� N -, 'j c Manor lr�ls (Min. 8,800 sf) 6/
lots r _._ ' ,1 st, -, , ' - ice: .a ..
ti Site ;;,\• ..•... -.+ • ( iraditionnl Leis (Min. % I 50 sf) 234
4 Proposed NewSdtao s�\. y, ,, ,,- . lotal lots . 34.E
t 11, • 1 i . k Sde$ounv9ary(12.0�� �•l •ys A \ J.,„...,..1J
' original School site' ' `' =` %'� Potential School Site . 12.0 AC
_" ---
Boundary ty.. i;.. ▪ �j•• 1.ril ri"ste t a; -- Neighborhood Park 22.4 Ac:
•co 1 I \\' .... • . s';/'
\ -, Regional Trail a
�• J .�. ~, !:--. ..t.''',;°•-••::±:::•':-���� .Y ,. `.. is• •`
•
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EXHIBIT G
Financing Plan
Forecasted Cash Surplus Balances and Cash Receipts and Disbursements
Market Projection Consultant's Analysis
Developer's Letter in Support of Market Projections
NEIGHBORS
POINT
METROPOLITAN
DISTRICT
FORECASTED SURPLUS CASH BALANCES
AND
CASH RECEIPTS AND DISBURSEMENTS
OCTOBER 6, 2004
_ Clifton
Gunderson LLRccountant's Report
Certified Public Accountants&Consultants
The Petitioners for Formation of
Neighbors Point Metropolitan District
Weld County, Colorado
We have compiled the accompanying forecasted surplus cash balances and cash receipts and
disbursements of Neighbors Point Metropolitan District (the "District") (in the Formation Stage of
Development) as of the date of formation and for the calendar years ending through 2037, in
accordance with attestation standards established by the American Institute of Certified Public
Accountants.
A compilation is limited to presenting in the form of a forecast, information that is the
representation of the Petitioners for Formation of the District (collectively, "Management") and
does not include evaluation of the support for the assumptions underlying the forecast. We have not
examined the forecast and, accordingly, do not express an opinion or any other form of assurance
on the accompanying schedules or assumptions. However, we did become aware of a departure
from the guidelines for presentation of a forecast established by the American Institute of Certified
Public Accountants, which is described in the following paragraph. Furthermore, there will usually
be differences between the forecasted and actual results, because events and circumstances
frequently do not occur as expected, and those differences may be material. We have no
responsibility to update this report for events and circumstances occurring after the date of this
report.
As discussed in Note 4, the forecast is presented on the cash basis of accounting, whereas the
historical financial statements for the forecast period are expected to be presented in conformity
with generally accepted accounting principles on the accrual basis for government wide statements
and the modified accrual basis for individual fund financial statements for all funds of the District
by fund type. Guidelines for presentation of a forecast established by the American Institute of
Certified Public Accountants require disclosure of the differences resulting from the use of a
different basis of accounting in the forecast than that expected to be used in the historical financial
statements for the period. Accordingly, if the AICPA presentation guidelines were followed, the
forecast would indicate that the presentation reflects — surplus cash balances and the cash received
and disbursed rather than fund balances and the revenue and expenditures that would be recognized
under generally accepted accounting principles based on the accrual basis and the modified accrual
basis of accounting.
Cet., L L A
_ Greenwood Village, Colorado
October 6, 2004
Offices in 13 states and Washington,DC HLB International
I I I I I I I I 1 1 I I I I I I 1 1 1
•
•
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
I Pape 2 I
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SUMMARY-GENERAL FUND
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
Cash Receipts Cash Disbursements Cash Balsams
General Net Specific Annual Annual Cumulative
Total Fund Propeny Ownership Developer Interest Total Administrative Total Surplus Surplus
Collection Assessed Mill Taxes Taxes Contributions- Income Cash Costs Cash Cash Cash Collection
Year Value Levy Administrative at Receipts Disbursements (Deficit) Balances Year
(See Page 5) 98.00% 10.00% 2.00"/ Note 9
2004 0 0.000 0 0 0 0 0 0 0 0 2004
2005 0 0000 0 0 50,000 0 50,000 50,000 50,000 0 0 2005
2006 507,500 5.747 2,858 2,287 35,000 0 40,145 40,000 40000 145 145 2006
2007 2,725,860 5.747 15,352 12,282 12,500 3 40,137 40,000 40,000 137 282 2007
2008 6,183,015 5.747 34,823 27,860 6 62,689 40,000 40,000 22,689 22,971 2008
2009 8,109,286 5.747 45,672 36,540 459 82,671 46,604 46,604 36,067 59,038 2009
2010 8,271,471 5.747 46,585 37,271 1,181 85,037 47,536 47,536 37,501 96,539 2010
2011 8,271,471 5.000 40,530 36,665 1,931 79,126 47,536 07,536 31,590 128,129 2011
2012 8,436,901 2.000 16,536 34,919 2,563 54,018 48,487 48,487 5,531 133,660 2012
2013 8,436,901 2.000 16,536 34,919 2,673 54,128 48,487 48,487 5,641 139.300 2013
2010 8,605,639 2.000 16,867 35,617 2,786 55,270 49457 49,457 5,813 145,113 2014
2015 8,605,639 2.000 16,867 35,617 2,902 55,386 49,457 49,457 5,929 151,043 2015
2016 8,777,752 2.000 17,204 36,328 3,021 56,553 50,446 50,446 6,108 157,150 2016
2017 8,777,752 1.900 16,344 36,242 3,143 55,729 50,446 50,446 5,284 162,434 2017
2018 8,953,307 1.800 15,794 36,880 3,249 55,923 51,455 51,455 4,468 166,902 2018
2019 8,953,307 1.800 15,794 36,880 3,338 56,012 51,455 51,455 4,557 171,459 2019
2020 9,132,373 1.800 16,110 37,618 3,429 57,157 52,484 52,484 4,673 176,131 2020
2021 9,132,373 1.800 16,110 37,618 3,523 57,251 52,484 52,484 4,767 180,898 2021
2022 9,315,020 1.800 16,432 38,370 3,618 58,420 53,533 53,533 4,886 185,784 2022
2023 9,315,020 1.800 16,432 38,370 3,716 58,518 53,533 53,533 4,984 190,769 2023
2024 9,501,321 1.800 16,760 39,137 3,815 59,712 54,604 54,604 5,108 195,877 2024
2025 9,501,321 1.800 16,760 34,266 3,918 54,944 54,604 54,604 339 196,216 2025
2026 9,691,347 1.800 17,096 34,951 3,920 55,971 55,6% 55,6% 275 196,491 2026
2027 9,691,347 1.800 17,096 34,951 3,930 55,977 55,6% 55,696 281 196,773 2027
2028 9,885,174 1.800 17,437 35,650 3,935 57,022 56,810 56,810 212 196,985 2028
2029 9,885,174 1.800 17,437 35,650 3,940 57,027 56,810 56,810 217 197,202 2029
2030 10,082,877 1.800 17,786 36,363 3,944 58,093 57,946 57,946 147 197,349 2030
2031 10,082.877 1.800 17,786 36,363 3,947 58,096 57,946 57,946 150 197,499 2031
2032 10,284,535 1.800 18,142 37,090 3,950 59,182 59,105 59,105 77 197,575 2032
2033 10,284,535 1.800 18,142 37,090 3,952 59,184 59,105 59,105 79 197,654 2033
2030 10,490,226 1.800 18,505 37,833 3,953 60,291 60,287 60,287 3 197,657 2034
2035 10,490,226 1.800 18,505 37,833 3,953 60,291 60,287 60,287 3 197,660 2035
2036 10,700,030 1.800 18,875 33.346 3,953 56,174 61,493 61,493 (5,319) 192,341 2036
2037 10,700,030 1.800 18,875 33,346 3,847 56,068 61,493 61,493 (5,425) 186,917 2037
632,048 1,096,150 97,500 96,502 1,922,200 1,735,283 1,735,283 186,917
Note 1: Per the District's Service Plan,the maximum mill levy for administration and operating expenses is 6 mills.
This financial information should be read only in connection with the accompanying Summary of Significant Forecast Assumptions and Accounting Policies and Accountant's Report
I 1 ' I I I I I I I I I I I I I 1 I I
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
I Pave) I
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SUMMARY-DEBT SERVICE FUND
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
Cash Receipt Cask Dlsburueeat Cask Balances
Debt Net Net Annual Cumulative
Total Service Net Interest Total Debt Service Debt Service Total Surplus Surplus
Collection Assessed Fund Property Income Cash on on Cash Cash Cash Collection
Year Value Mill Taxes at Receipts 2005 Bonds 2007 Bonds Disbursements (Deficit) Balances Year
(See Page 5) Levy 98.00% 2.00% (See Page 6) (See Page 8)
2004 0 0.000 0 0 0 0 0 0 0 0 2004
2005 0 0.000 0 0 0 0 0 0 0 0 2005
2006 507,500 40.232 20,009 0 20009 0 0 0 20,009 20,009 2006
2007 2,725,860 40.232 107,173 100 107,873 0 0 0 107,873 127,882 2007
2008 6,183,015 40.232 243,780 2,558 246,338 136,875 78,225 215,100 31,238 159,120 2008
2009 8,109,286 40.232 319,728 3,182 322,910 146,875 156,450 303,325 19,585 178,705 2009
2010 8,271,471 40.232 326,122 3,574 329,696 146,125 166,450 312,575 17,121 195,826 2010
2011 8,271,471 10.232 326,122 3,917 330,039 150,375 160,750 311,125 18,914 214,740 2011
2012 8,436,901 40.232 332,645 4,295 336,940 149,250 170,400 319,650 17,290 232,030 2012
2013 8,436,901 40.232 332,645 4,641 337,286 153,125 164,350 317,475 19,811 251,841 2013
2014 8,605,639 40.232 339,298 5,037 344,335 151,625 173,650 325,275 19,060 270,901 2014
2015 8,605,639 40.232 339,298 5,418 344,716 155,125 167,250 32,375 22,341 293,242 2015
2016 8,777,752 40.232 346,084 5,865 351,949 158,250 171,200 329.450 22,499 315,741 2016
2017 8,777,752 40.232 346,084 6,315 352,399 156,000 174,800 330,800 21,599 337,340 2017
2018 8,953,307 40.232 353,005 6,747 359,752 158,750 178,050 336,800 22,952 360,292 2018
2019 8,953,307 10.232 353,005 7,206 360,211 161,125 175,950 337,075 23,136 383,428 2019
2020 9,132,373 40.232 360,065 7,669 367,734 163,125 178,850 341,975 25,759 409,187 2020
2021 9,132,373 40.232 360,065 8,184 368,249 164,750 181400 346,150 22,099 431,286 2021
2022 9,315,020 40.232 367,267 8,626 375,893 166,000 183,600 349,600 26,293 457,579 2022
2023 9,315,020 40.232 367,267 9,152 376,419 166,875 185,450 352,325 24,094 481,673 2023
2024 9,501,321 40.232 374,612 9,633 384,245 167,375 191,950 359,325 24,920 506,593 2024
2025 9,501,321 35.000 325,895 10,132 336,027 172,500 182,750 355,250 (19,223) 487,370 2025
2026 9,691,347 35.000 332,413 9,747 342,160 171,875 193,900 365,775 (23,615) 463,755 2026
2027 9,691,347 35.000 332,413 9,275 341,688 170,875 194,000 364.875 (23,187) 440,568 2027
2028 9,885,174 35.000 339,061 8,811 347,872 174,500 198,750 373,250 (25,378) 415,190 2028
2029 9,885,174 35.000 339,061 8,304 347,365 177,375 192,800 370,175 (22,810) 392,380 2029
2030 10,082,877 35.000 345,843 7,848 353,691 179,500 201,850 381,350 (27,659) 364,721 2030
2031 10,082,877 35.000 345,843 7294 353,137 180,875 199,850 380,725 (27,588) 337,133 2031
2032 10,284,535 35.000 352,760 6,743 359,503 181,500 207,500 389,000 (29,497) 307,636 2032
2033 10,284,535 35.000 352,760 6,153 358,913 186,375 199,100 385,475 (26,562) 281,074 2033
2034 10,490,226 35.000 359,815 5,621 365,436 185,125 210,700 395,825 (30,389) 250,685 2034
2035 10,490,226 35.000 359,815 5,014 364,829 188,125 205,900 394,025 (29,196) 221,489 2035
2036 10,700,030 30.000 314,581 4,130 319,011 0 400,750 400,750 (81,739) 139,750 2036
2037 10,700,030 30.000 314,581 2,795 317,376 0 401,250 401,250 (83,874) 55,876 2037
10,329.415 194,586 10,524,001 4,620,250 5,847,875 10,468,125 55,876
This financial urforsnanon should be read only in connection with the accompanying Summary of Significant Forecast Assumption and Accounting Policies and Accountant's Report
► ► I ► I I I I I I I I I I I I I I I
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
Page 4
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCIIEDULE OF ESTIMATED ASSESSED VALUATION
(Page I of 2 - Continued to Page 5)
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
Residential•7500 SF Lots Residential-8500 SF Lots Residential-6000 SF Lots TOTAL RESIDENTIAL UNITS Est.Biennial Cumulative Estimated
Est.Market Annual Ear.Market Annual Est.Market Annual Annual Annual Revaluation Market Residential RESIDENTIAL
Constniction Collection Number Value pan Value Number Value per Value Number Value per Value Number of New Value of New per Sate Value Assessment ASSESSED
Year Ycar of Residence of New of Residence of New of Residence of New Residential Residential Statute at of New Ratio VALUATION
Residences $225,000 Residences Residences $250,000 Residences Residences $200,001 Residences Units Units 2.00% Residences
Inflation compounded annually an bane Bice at 2.00% 2.00% 2.00%
2004 2006 0 225,000 0 0 250.000 0 0 200,000 0 0 0 0 7.96% 0
2005 2007 50 229,500 11.475,000 25 255,000 6,375,000 0 204,000 0 75 17,850,010 17,850,00 7.96% 1,420,860
2006 2038 100 234,090 23.109,000 50 260.100 13,005,000 50 208,080 10,404.000 200 46,818.000 357,000 65,025,000 7.96% 5,175.990
2007 2009 91 238.772 21,728.231 29 265.302 7,693,758 35 212242 7,428,456 155 36,850,448 101,875,448 7.96% 8.109,286
2008 2010 0 243,547 0 0 270.608 0 0 216,486 0 0 0 2,037,509 103,912,957 7.96% 8,271,471
2009 2011 0 248,418 0 0 276,020 0 0 220,816 0 0 0 103,912,957 7.96% 8.271,471
2010 2012 0 253,387 0 0 281,541 0 0 225,232 0 0 0 2,078,259 105,991,216 7.96% 8,436,901
2011 2013 0 0 105,991,216 7.96% 8,436,901
2012 2014 0 0 2,119,824 108.111,040 7.96% 8,605,639
2013 2015 0 0 108,111,040 7.96% 8,605,639
2014 2016 0 0 2.162,221 110,273.261 7.96% 8,777.752
2015 2017 0 0 110,273.261 7.96% 8.777.752
2016 2018 0 0 2,205,465 112478,726 7.96% 8,953,307
2017 2019 0 0 112,178,726 7.96% 8,953,307
2018 2020 0 0 2,249,575 114.728,301 7.96% 9,132,373
2019 2021 0 0 114,728,301 7.96% 9,132,373
2020 2022 0 0 2,294,566 117,022,867 7.96% 9,315,020
2021 2023 0 0 117,022,867 7.96% 9,315,020
2022 2024 0 0 2,340,457 119,363,324 7.96% 9,501,321
2023 2025 0 0 119,363,324 7.96% 9,501,321
2024 2026 0 0 2,387,266 121,750,590 7.96% 9,691,317
2025 2027 0 0 121,750,590 7.96% 9,691.347
2026 2028 0 0 2,435,012 124,185,602 7.96% 9.885.174
2027 2029 0 0 124,185,602 796% 9.885,174
2028 2030 0 0 2.483.712 126,669,314 7.96% 10,082.877
2029 2031 0 0 126,669,314 7.96% 10,082,877
2030 2032 0 0 2,533,386 129.202,700 7.96% 10,284,535
2031 2033 0 0 129,202,700 7.96% 10,284.535
2032 2034 0 0 2,584,054 131,786,754 7.96% 10,490,226
2033 2035 0 0 131.786,754 7.96% 10490,226
2031 2036 0 0 2,635,735 134422,489 7.96% 10,700,030
2035 2037 0 0 134,122,489 7.96% 10,700,030
241 56,612,234 104 27,073,758 85 17,832.456 430 101,518,448 32,904,041
This f nancil information should be read only in connection with the accompanying Summary of Significant Forecast Assumptions and Accounting Policies and Accountant's Report.
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN TI1E FORMATION STAGE OF DEVELOPMENT)
Page 5
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE OF ESTIMATED ASSESSED VALUATION
(Page 2 of 2-Continued from Page 4)
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
Undeveloped Residential Land
Residential-7500 SF Lots Residential-8500 SF Lob Residential-6000 SF Lots
Platted/Putially Less: Cumulative Plated/Partially Less: Cumulative Planed(Panially Less: Cumulative Animal Cumulative Eslinuted LAND TOTAL
Construction Collection Finished Las Lots Actual Finished Lou Lots Actual Finished Las Las Actual Market Market Value Land ASSESSED ASSESSED Collection
Year Year 10% Used Value 10% Used Value 10% Used Value Value for of Land Assessment VALUATION VALUATION Year
5225,000 5250,000 5200,000 Assessment Ratio
2004 2006 1,125.000 0 1,125,000 625,000 0 625,000 0 0 0 1,750,000 1,750,000 2900% 507,500 507,500 2006
2005 2007 2,250,000 (1,125.000) 1.125,000 1,250,000 (625,000) 625,000 1.000,000 0 1,000,000 2,750,000 4,500,000 29.00% 1,305,000 2.725,860 2007
2006 2008 2,047,500 (2,250.000) (202,500) 725,000 (1.250,000) (525,000) 700.000 (,000,000) (300,000) (,027,500) 3,472,500 29.00% 1,007,025 6,1810 IS 2008
2007 2009 0 (2,047,500) (2,047,500) 0 (725,000) (725,000) 0 (700,000) (700,000) (3,472,500) 0 29.00% 0 8,109,286 2009
2008 2010 0 0 0 0 0 0 0 0 0 0 0 29.00% 0 8,271,471 2010
2009 2011 0 0 0 0 0 0 0 0 0 0 0 2900% 0 8,271.471 2011
2010 2012 0 0 0 0 0 0 0 0 0 0 0 29.00/. 0 8,436,901 2012
2011 2013 0 29.00% 0 8,436,901 2013 '
2012 2014 0 29.004 0 8,605,639 2014
2013 2015 0 2900% 0 8,605,639 2015
2014 2016 0 29.00% 0 8,777,752 2016
2015 2017 0 29.00/. 0 8,777.752 2017
2016 2018 0 29.00% 0 8,95]307 2018
2017 2019 0 29.00% 0 8,953,307 2019
2018 2020 0 29.00% 0 9,132,373 2020
2019 2021 0 29.00% 0 9,132,373 2021
2020 2022 0 29.00/. 0 9,315,020 2022
2021 2023 0 29.00/. 0 9,315,020 2023
2022 2024 0 2900'. 0 9,501.321 2024
2023 2025 0 29.00% 0 9,501,321 2025
2024 2026 0 29.00% 0 9,691,347 2026
2025 2027 0 29.00% 0 9,691,347 2027
2026 2028 0 29.00% 0 9.885,174 2028
2027 2029 0 2900% 0 9,885,174 2029
2028 2030 0 29.00% 0 10,082,877 2030
2029 2031 0 29.00% 0 10,082,877 2031
2030 2032 0 29.00% 0 10,284,535 2032
2031 2033 0 29.00% 0 10,284,535 2033
2032 2034 0 29.00'% 0 10.490,226 2034
2033 2035 0 29.00% 0 10,490,226 2035
2034 2036 0 29.00% 0 10,700,030 2036
2035 2037 0 29.00% 0 10,700,030 2037
5,422500 (5,422,500) 0 2,600000 (2,600,000) 0 1700,00 (1,700,000) 0 0
Thisfinancial information should be read only in connection with the accompanying Suuiury of Significant Forecast Assumptions and Accounting Policies and Accountant's Report.
I I I I I I I I I I I I I I I I I I I
NEIGHBORS POINT METROPOLITAN DISTRICT
ON THE FORMATION STAGE OF DEVELOPMENT)
I Pam 6 I
FORECASTED SIIRPLI IS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE of ESTIMATED BOND DEBT SERVICE REQUIREMENTS
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
SerIer 2005 Bond Issue
lamed: December 1,2005 511.825,000
lucid: December 1,2005 Principal paymenis due on December I
Interest Rale: 7.500%
Reduce Debi Net 2005
Tool 2005 Service By Boat
Bonds Capitalized Debt Service
Yor Principal Coupon Interest Debt Service Inureso Payments Year
(See P.Be 71
2006 7.500% 136,875 136.875 036.876) 0 2006
2007 7 500% 136,875 136,875 (136,874) 0 2007 .
2008 7.500% 134175 136,875 136.875 2018
2009 10,000 7.500% 136875 146,875 146.875 2009
2010 10,000 7 500% 136,125 146,125 146,125 2010
t 2011 15,000 7 500'14 135.375 150,375 150,375 2011
2012 15,000 7500% 134,250 149,250 149,250 2012
2011 20,000 7500% 133,125 151,125 153,125 2013
2014 20000 7.500% 131.625 151,625 151,625 2014
2015 25,000 7.500% 130,125 155.125 155.125 2015
2016 30,000 7.500% 128,250 158,250 158,250 2016
2017 30,000 7500% 116,000 156,000 156,000 2017
2018 35,000 7500% 123,750 158,750 151.750 2018
2019 40.000 7.500% 121,125 161,125 161,125 2019
2020 45,000 7.500% 118,125 163.125 163,125 1020
2021 50,000 7500% 114,750 164,750 164,750 2021
2022 55,000 7 500% 111,000 166,000 166,000 2072
2023 60,000 7.500% 106,875 166,875 166,875 2023
2024 65,000 7 500% 102.375 167,375 167,375 2024
2025 75,000 7.500% 97,500 172300 172400 2025
2026 80,000 7500% 91.175 171,875 171.875 2026
2027 85,000 7500% 85,875 170,875 170,875 2027
2028 95,000 7 500% 79,500 174,500 174,500 2028
2029 105,000 7500% 72,375 177,375 177,375 2029 ,
2030 115,000 7.500% 64,500 179,500 179,500 2030
2031 125,000 7.500% 55,875 180,875 110,875 2031
2032 135,000 7.500% 46,500 181,500 181,500 2032
2033 150000 7.503% 36,375 186375 186,375 2033
2034 160,000 7500% 25,125 185,125 185,125 2034
2035 175,000 7.500% 13,125 188,125 188,125 2035
L825.0*I I 3.069,000 4,894,000 (273.750) 4.620.250
USE OF PROCEEDS
Construction Costs 1,139,513
Conuibmion to Town($816,577•42%) 342,962
Capitalized Interest 269,526 I 250%
Imuwe Costs(400%1 73,000
61.825.00'3
This financial information should be read only in connection with the accompanying Summary of Significant Focecasi Assumpuom and
Accounting Policies and Accowwl's Report
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
Page 7
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE OF CAPITALIZED BOND INTEREST
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
CALCULATION of CAPITALIZED INTEREST on SERIES 2005 BOND ISSUANCE
Beginning Capitalized Interest at Disbursements Ending
Date Balance Interest 1.25% (See Page 6) Balance
12/01/2005 0 269,526 269,526
6/01/2006 269,526 1,685 (68,438) 202,773
12/01/2006 202,773 1,267 (68,438) 135,602
6/01/2007 135,602 848 (68,438) 68,012
12/01/2007 68,012 424 (68,436) 0
269,526 4,224 (273,750)
This financial information should be read only in connection with the accompanying Summary of Significant Forecast
Assumptions and Accounting Policies and Accountant's Report.
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN THE FORMATION STAGE OF DEVELOPMENT)
I Page 8 I
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE of ESTIMATED BOND DEBT SERVICE REQUIREMENTS
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
Series 2007 Bolo,Issue
Dash: December 1,2007 82,235,000
Issued: December 1,20001 Principal paymmu due on December I.
Isterna Rue: 7.000%
Reduce Del Nu 2007
Total 2007 Service by Rinds
Bonds Capitalized Debt Savage
Year Principal Coupon Imnesl Debi Service Interest Payments Yea,
(5u Pie 9)
1
2008 7000% 156,450 156450 (78,225) 78.225 2008
2009 7.000% 156,450 156450 156.450 2009
2010 10,000 7000% 156,450 166,450 166,450 2010
2011 5,000 7.000% 155,750 160,750 160.750 2011
2012 15,000 7MO% 155,400 170,400 170.400 2012
2013 10,000 700 154.350 14,350 164.350 2013
2014 20,000 7000% 153.650 01,650 ❑3650 2014
2015 15,000 7000% 152.250 167,250 167,250 2015
2016 20,000 7.0006 151100 171,200 171.200 2016
2017 25.000 7000% 849.800 174.800 174,800 2017
2018 30.000 7.000% 148,050 178,050 178,050 2018
2019 30,000 7000% 145,950 175,950 175,950 2019
2020 35,000 7000% 143,850 178.850 178.850 2020
2021 40.000 7000%. 141.400 181,400 181,400 2021
2022 45,000 7000% 138.600 183,600 183.600 2022
2023 50,000 7.000% 135.450 185,450 185,450 2023
2024 60.000 7.000% 131,950 191,950 191,950 2024
2025 55,000 7000%% 127,750 182.750 182.750 2025
2026 70,000 7000% 123,900 193,900 193,900 2026
2027 IS,000 7.000% 119.000 194.000 194.000 2027
2028 85,000 7000% 113,750 198,750 198.750 2028
2029 85,000 7 107.800 192,800 192,800 2029
2030 100,000 7.000% 101,850 201.850 201.850 2030
2031 105,000 7000% 91,850 199,850 199.850 2031
2032 120,000 7.000% 87.500 207,500 207,500 2032
2033 120,000 7 79.100 199,100 199,100 2033
2034 140,000 7.000% 70.700 210,700 210,700 2034
2035 145.000 7 60,900 205,900 205,900 2035
2036 350,000 700 50,750 400750 400.750 2036
2037 375.00 7 000% 26,250 401,250 401,250 2037
2235.000 I I 3.691.100 5.926.100 (78,225L 5,847,875
USE OF PROCEEDS.
Cominenon Cases 1,594.246
Contribution to Town 15816,577.58%) 473.615
Capitalized Intern) 77739 1250%.
Issuance Costs(400%) 89,400
52,135.000
Ibis Owicial infonnalion should be read only in cmnalicn with tie accompanying Summary ofSigni fcant Forecast Assumptions and Accounting
Policies and Accaununds Repo ,
► I ) I I I I I ) I I I I I I I I I 1
NEIGHBORS POINT METROPOLITAN DISTRICT
(IN THE FORM 4TION STAGE OF DEVELOPMENT)
Page 9
FORECASTED SURPLUS CASH BALANCES AND CASH RECEIPTS AND DISBURSEMENTS
GENERAL AND DEBT SERVICE FUNDS ONLY
SCHEDULE OF CAPITALIZED BOND INTEREST
AS OF THE DATE OF FORMATION AND FOR THE CALENDAR YEARS ENDING THROUGH 2037
CALCULATION of CAPITALIZED INTEREST on SERIES 2007 BOND ISSUANCE
Beginning Capitalised Interest at Disbursements Ending
Date Balance Interest 1.25% (See Page 8) Balance
12/01/2007 0 77,739 77,739
6/01/2008 77,739 486 (78,225) 0
12/01/2008 0 0 0 0
6/01/2009 0 0 0 0
12/01/2009 0 0 0 0
77,739 486 (78,225)
This financial information should be read only in connection with the accompanying Summary of Significant Forecast
Assumptions and Accounting Policies and Accountant's Report.
i
NEIGHBORS POINT METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 6, 2004 •
NOTE 1) NATURE AND LIMITATION OF FORECAST
This forecast of financial information is for the purpose of a financial analysis of the proposed
financial plan of Neighbors Point Metropolitan District (the "District") (in the Formation Stage
of Development), located in the Town of Firestone (the "Town") in Weld County, Colorado. -It
is to display how the proposed facilities and services are currently anticipated to be provided and
financed.
This financial forecast presents, to the best knowledge and belief of Management of the District,
the District's expected cash position and results of cash receipts and disbursements for the
forecasted periods. Accordingly, the forecast reflects Management's judgement, as of October 6,
— - 2004, the date of this forecast, the expected conditions within the District and the District's
expected course of action.
The assumptions disclosed herein are those that Management believes are significant to the
forecast, however, they are not all-inclusive. There usually may still be differences between
forecasted and actual results, because events and circumstances frequently do not occur as
expected, and those differences may be material.
The forecast is expressed in terms of 2004 dollars, with the only adjustments for inflation as
follows. The market values of residential properties are forecasted to increase 2% per year,
starting in 2005 through build-out. The market values of residential properties are forecasted to
increase 2% biennially pursuant to the reassessment of property required by State statute. The
residential assessment ratio is assumed to remain constant for collection year 2004 and beyond,
based upon information as explained in Note 5. The assessment ratio for raw ground and
developed lots is assumed to remain at a constant 29% for the entire forecast period in
accordance with historical trends.
NOTE 2) ORGANIZATION
The Petitioners for the formation of the District, a quasi-municipal corporation and political
subdivision of the State of Colorado, are in the process of organization. The District will be
governed pursuant to provisions of the Colorado Special District Act(Title 32). The District will
operate under a service plan approved by the Town. The District's service area contains
approximately 191 acres of real property located entirely in Weld County, Colorado, within the
Town. The District is being established primarily to provide for financing, construction,
acquisition and installation of streets, street lighting, traffic and safety controls, water,
landscaping, storm drainage, and park and recreation improvements within the boundaries of the
District. The District will also be authorized to finance park, recreation or other capital
improvements of the Town that are identified by the Town and located outside of the District.
Page 10
NEIGHBORS POINT METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 6, 2004
NOTE 2) ORGANIZATION (continued)
The operation and maintenance of these services and facilities is anticipated to be provided by
the Town or other entities, and not by the District.
As set forth in this forecast, the District is forecasted to issue $4,060,000 of debt between two
bond issues. However, the Service Plan may have a higher debt amount to allow for an under
estimate of valuations in this forecast.
Formation of the District is intended to be timed to allow for the proper legislative,judicial and
— election process to be completed in order for the District's electors to be able to vote for the
authorization of debt and TABOR questions in November 2004, and to certify tax levies for tax
collections in 2006. The Petitioners expect the favorable approval at the election since they
constitute the majority of the current eligible electors within the proposed District's boundaries.
NOTE 3) PETITIONERS FOR FORMATION
The Petitioners for Formation of the District are landowners, principals or employees of the
major property owner of the land included within the boundaries of the District. The major
landowner as well as the developer of the District is I & J Partnership, L.P., a California limited
partnership (the "Developer"). The Developer anticipates developing approximately 191 acres
within the District.
The Developer has provided the information regarding the number of units estimated to be built
each year and the initial sales values for the residential properties to be developed in the District,
based upon their knowledge and experience in developing other properties. The Developer
anticipates that sales values will be increased by 2% for each year beyond 2004. Platted and
developed lot values were estimated to be approximately 10% of residential market value (see
page 5).
NOTE 4) BASIS OF ACCOUNTING
— The basis of accounting for this forecast is the cash basis,-which is a basis of accounting that is
different from that allowed by the generally accepted accounting principles under which the
District will prepare its financial statements.
Page 11
NEIGHBORS POINT METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 6, 2004
NOTE 5) PROPERTY TAXES
The primary source of revenue or cash receipts will be ad valorem property taxes. Property taxes
are to be determined annually by the District's Board of Directors and set by County
— Commissioners as to rate or levy based upon the assessed valuation of the property within the
District. The Weld County Assessor determines the assessed valuation. The levy is expressed in
terms of mills. A mill is 1/1,000 of the assessed valuation. The forecast assumes that the
District will be able to set its initial mill levy at 45.979 mills for collection in 2006, for the
combined purposes of debt service and administration. The initial mill levies for both the
General Fund and the Debt Service Fund are forecasted to be reduced to lower levels in future
years as displayed in the forecast.
The Gallagher Amendment states that residential assessed values Statewide must be
approximately 45% of total assessed values. When the market values of residential property
increase faster than the values of nonresidential property, the residential assessment ratio must
decline to keep the 45 percent/55 percent ratio.
According to information as set forth in the Colorado Legislative Council Staff Forecasts entitled
"Assessed Value and Property Tax Projections" issued in December 2003, the residential
assessment ratio is projected to decline from the current 7.96% in 2003 (for collection in 2004),
to 7.64% in 2005, 7.43% in 2007, and 7.13% in 2009. The projections of the Legislative Council
Staff are estimates only, do not have the force of law, and may or may not occur as projected.
This forecast has included the current residential assessment ratio of 7.96% effective for
collections in 2006 and throughout the term of the forecast period, since it is assumed that the
District's Board will increase the mill levy, to maintain a mill levy that produces tax revenue in
relation to current assessed valuation equivalent to revenue generated by the initial levy of
45.979 mills as forecasted for collection year 2006. Per the District's Service Plan, the
maximum mill levy for administration and operating expenses is 6 mills, as adjusted by the
Gallagher adjustment. The Limited Mill Levy for the purpose of debt service is 50 mills, as
adjusted by the Gallagher adjustment.
The assessed valuation for the District is dependent upon the build-out schedule of the residential
properties within the District. Management of the District has based the estimate of build-out on
their forecasted build-out schedule. The forecasted development build-out schedule and
conversion to assessed valuation is presented as a schedule (see pages 4 through 5). The
assessed valuation rate for raw ground and developed lots is 29% until a home is constructed.
All residential property has been assumed to be assessed at the residential property rates as
explained above.
Page 12
NEIGHBORS POINT METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 6, 2004
NOTE 5) PROPERTY TAXES (continued)
Increases to valuation for platted and partially finished lots and for the development of
infrastructure within the District for developed lots held for build-out are included in the
forecasted assessed valuation. No assessed valuation has been assumed for State Assessed
property that may be owned by public utilities within the District.
The beginning assessed value of the land totaling 191 acres, which constitutes the District, has
been deemed to be immaterial for purposes of the forecast.
The property taxes resultant from the above mill levy and assessed valuation have been reduced
for the Weld County Treasurer's 1.5% fee for collection of the taxes, and further reduced by
0.5%to allow for uncollectible taxes.
NOTE 6) SPECIFIC OWNERSHIP TAXES
Specific ownership taxes are set by the State and collected by the County Treasurer, primarily on
vehicle licensing within the County as a whole. The specific ownership taxes are allocated by
the County Treasurer to all taxing entities within the County. The forecast assumes that the
District's share will be equal to approximately 10% of the total property taxes collected by the
General and Debt Service Funds and will be allocated entirely to the General Fund.
NOTE 7) DEVELOPER ADVANCES
The forecast assumes that the Developer will advance funds needed for organizational and
construction costs to the District (see Note 11). To the extent that bond proceeds are available
for organizational and construction payments in any year, the Developer advance would be
reduced accordingly. In addition, to the extent that there are surplus cash balances that can be
applied towards reducing any Developer advance without creating future cash deficits, the
Developer advances will be reduced accordingly.
The forecast does not display cash receipts for Developer advances for construction costs and
bond proceeds available for construction costs nor cash disbursements for construction costs.
Accordingly, the forecast assumes that any Developer advances for construction will be repaid
from bond proceeds and that construction costs will be funded by Developer advances and / or
bond proceeds. Any Developer advances, which cannot be reimbursed, will be treated as
— Developer contributions. Under the terms of the Service Plan, the District may issue
construction financing notes to the Developer and such notes may not bear interest.
Page 13
NEIGHBORS POINT METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 6, 2004
NOTE 8) DEVELOPER CONTRIBUTIONS
The forecast assumes that the Developer will contribute funds to the District for administrative
costs as shown on the summary page for the General Fund of the forecast.
NOTE 9) INTEREST INCOME
The forecast includes interest income earned on monies that are forecasted to be on deposit or
invested by the District at the prior year-end at an interest rate of 2%. Additional interest earned
on deposits from bond proceeds, for payment of bond interest expense during an initial period
(capitalized interest), has been included in the debt service schedule at 1.25%. The calculation of
this interest is also shown as separate Schedules of Capitalized Bond Interest (see pages 7 and 9).
NOTE 10) ADMINISTRATIVE DISBURSEMENTS
Administrative expenditures include the services necessary to maintain the District's
administrative viability such as legal, accounting and audit, general engineering, insurance,
banking, meeting expense, and other administrative expenses. Administrative costs have been
included in the forecast at $50,000 in 2005 and $40,000 per year for the years 2006, 2007 and
2008. Beginning in 2009, these disbursements have been increased to the amount generated
from 5.747 mills on the forecasted assessed value to a maximum amount of$50,000 inflated by
1% starting in 2005 and annually thereafter through the term of the forecast. These
administrative services are necessary as long as bonds are outstanding throughout the life of the
District.
NOTE 11) INFRASTRUCTURE IMPROVEMENTS
The estimated cost of the capital infrastructure improvements is $6,738,324, plus $816,577 to be
paid to the Town's capital improvements fund, as expressed in 2004 dollars. The forecast
assumes that the Developer will advance funds for all infrastructure costs and be reimbursed
from bond proceeds to the extent bonds can be issued, which may be less than the total eligible
costs (see Note 7).
Page 14
NEIGHBORS POINT METROPOLITAN DISTRICT
(In the Formation Stage of Development)
SUMMARY OF SIGNIFICANT FORECAST ASSUMPTIONS
AND ACCOUNTING POLICIES
October 6, 2004
NOTE 11) INFRASTRUCTURE IMPROVEMENTS (continued)
The capital infrastructure costs per the engineering estimate exceed the amount that can be
reimbursed to the Developer under this Plan. Management expects that the District will allow
the Developer to: either advance funds to the District; or to actually construct the improvements
under the District's supervision, for reimbursement by the District upon completion of the
improvements to the extent bondable; or to contribute funds to the District, should costs exceed
the District's capacity for repayment of such costs. The reimbursement of any additional costs is
subject to the District's authorized indebtedness and other revenue available to the District. The
amount of infrastructure costs not bondable within the limits of the proposed Service Plan would
remain a responsibility of the Developer. There may be additional construction costs in the
future.
NOTE 12) DEBT SERVICE
The District anticipates issuing general obligation bonds on December 1, 2005, in the amount of
$1,825,000 and on December 1, 2007, in the amount of$2,235,000. The proceeds of such debt
will be used for issuance costs, capitalized interest, and to fund the cost of capital infrastructure
improvements or to reimburse the Developer for the advancement of those funds, to the extent
possible (see Note 7). The bonds are assumed to bear interest at an estimated rate of 7.50% for
the Series 2005 Bonds, and at 7.00% for the Series 2007 Bonds. The bond interest is payable
semi-annually on June 1 and December 1, with annual principal payments on December 1 of
each year. The bonds anticipate starting interest repayments on June 1, 2006 for the Series 2005
bonds and on June 1, 2008 for the Series 2007 Bonds, and per the scheduled maturities are
payable over 30-year periods, with final payments on December 1, 2035 and 2037, respectively.
Assumptions related to debt principal amounts, bond interest rates, issuance costs, capitalized
interest amounts and related interest earned at 1.25%, and other related debt service costs for the
proposed Series 2005 and Series 2007 Bonds have been provided to Management by Kirkpatrick
Pettis, the proposed underwriter of the proposed bond issuances of the District.
This information should be read in connection with the accompanying Accountant's Report
and forecast of financial information.
Page 15
GRIFFIN- MARKETING
May 7, 2004
Town of Firestone, Colorado
Attn: City Officials
151 Grant Avenue
Firestone, CO 80525
Re: Neighbors Point Subdivision
430 Lot Subdivision
I&J Partnership
To whom it may concern:
My office was asked to prepare a marketing and absorption analysis for the •
aforementioned residential subdivision proposed in the Town of Firestone. As a result of
•
a conversation with Everett Pfeiff,the developer of the subject property, he asked that I
provide an analysis of the property with anticipated lot absorptions. A summary of the
analysis for lot sales in Neighbors Point is as follows:
Year One No lot sales
Year Two 50 lots(7,500 sq.ft.)/25 lots(8,500 sq.ft.)
Year Three 100 lots(7,500 sq.ft.)/50 lots(8,500 sq.ft.)/50 lots(6,000 sq.ft.)
Year Four 91 lots(7,500 sq.ft.)/29 lots(8,500 sq.ft.)/35 lots(6,000 sq.ft.)
Based on the above analysis, I assumed that a total time frame for the sell-out of all 430
lots would be 48 months from January 1,2004. •
Hopefully,this information meets the needs of the Town of Firestone. For any additional
information,I can be reached at 303/604-6100.
Sincerely,
tehaa •K)°.
Michael C. Wood
President/Broker
2668 North Park Drive • Suite 200 • Lafayette, CO 80026 • (303) 604-6100 • FAX (303) 604.6166
October 7, 2004
Board of Trustees
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Analysis of Absorption Potentials
Neighbors Point and Sable Glen developments
Dear Town Trustees:
We have reviewed the above-referenced study conducted by Griffin Marketing and support its
findings. The Analysis of Absorption Potentials also satisfactorily confirms our projections and
we request that it be admitted as a part of the Neighbors Point Metropolitan District formation
application.
Plrace do not hesitate to call with any questions you have about this correspondence.
Very truly yours,
414 QC. WatylL
Everett Pfeiff,Authorized Agent fbr
I&J Partnership, L.P.
A California limited partnership
Everett Pfeiff,Authorized Agent
EXHIBIT H
Underwriter's Letter
Kirkpatrick Pettis
A Mutual of Omaha Company
October 7, 2004
City of Firestone
151 Grant Ave.
Firestone, Colorado 80520
RE: Proposed Neighbors Point Metropolitan District
To Whom It May Concern:
As part of the service plan approval process, you have asked about the relationship
_ between the investment bankers and the proposed Neighbors Point Metropolitan District.
We are engaged with the petitioners of the proposed District as described by the attached
Letter of Intent. We have the intention of serving as underwriters for the District's voter
authorized debt once sufficient credit support can be identified based on assessed value or
guarantees provided by the landowners. The structure represented in the financing plan
• involves non-rated bonds issued to a third party, which we believe will be marketable
based on the growth assumptions also included in this plan. In this example, the debt
would be sold to institutional investors.
You also requested an explanation of the level of credit risk associated with the types of
financing we are considering for this District. As with most start-up special Districts, this
District expects to market bonds to third parties to raise capital for infrastructure before
the entire project is complete. The level of risk taken by a bondholder and the interest
rate required for the financing decrease as development occurs. Our recent special district
underwritings vary from bonds sold at 8% with land in the District sold to builders and no
homes constructed to refunding bonds issued with most of the homes built at interest
rates of 5% with"AAA" rated insurance. In the case of"AAA" rated, insured bonds, the
underlying Districts generally have debt/AV ratios of 50%or less.
Because the financing in this District is intended to pay for public infrastructure, we issue
bonds, as close to the time the infrastructure is needed as possible. While this does
increase the bondholders' risk, the bondholders understand that risk and are compensated
in the interest rate on the bonds. With regard to the Town's risk, we know of no example
where a City was implicated in special district default and see no legal argument for such
implication.
In the process of underwriting bonds for a non-rated residential metropolitan district, one
key criterion is the level of homebuilder activity. Methods of evaluating such activity
1600 Broadway, Suite 1100* Denver,CO 80202-4922 * 303-764-5737* 303-764-5768* 800-942-7557
FAX 303-764-5770 * Home Office: 10250 Regency Circle,Suite 400 * Omaha,NE 68114*800-776-5777
Member NASD&SIPC * -:h..,r'ncr"n `Fh!.h.,naik pie f,,,,
include contracts for sale of land in the District to builders, closing of land in the District
to builders, model home construction and home sales activity, building permits and
certificates of occupancy. Accordingly, this Service Plan includes "Development
Thresholds" for issuance of non-rated debt based on building permits and certificates of
occupancy in the District. We hope this letter helps to clarify the financing alternative
represented in the financing plan and the current market for special district bonds. Please
call if you have any questions or require further clarification.
Sinc ely,
homas R. shop Saafuel R. Sh �.
Senior Vice President Vice President
Kirkpatrick Pettis
A Mutual of Omaha Company
October 12. 2004
Petitioners for Neighbors Point Metropolitan District
do Everett Pfeiff
6530 Daylilly Court
Niwot, Colorado 80503
RE: Letter of Intent—Proposed Neighbors Point Metropolitan District
Dear Petitioners:
The petitioners are in the process of organizing the proposed Neighbors Point
Metropolitan District (the "District"). Once the District is organized it is anticipated that
the District will authorize and issue improvement and/or refunding bonds (the "Bonds")
pursuant to voter-approved election questions. The Petitioners desire to engage the
services of Kirkpatrick Pettis regarding the sale of those bonds. This letter confirms the
• basis upon which we intend to submit an offer to purchase the Bonds from the District
after it is organized.
Section 1. Arrangements Before Sale. There are several arrangements, which must be
made before any sale of bonds can occur. These arrangements include, but are not
limited to:
Developing a Plan of Finance. In concert with bond counsel and District
management, Kirkpatrick Pettis will prepare a plan of expected development,
future capital improvements, revenues, expenses, and debt repayment. Once such
a plan is prepared and approved by the Proposed Board, various debt structures
can be analyzed within the plan to determine what will work best for the District.
Structuring. Once a financing structure has been selected by the Proposed
Board, the terms of the debt (such as the sources of payment, the nature of the
security, maturity schedule, the rights of redemption prior to maturity, etc.) must
be determined, taking into account both the interests of the District and the
expectations of investors.
Legal Counsel. Legal counsel will be selected and engaged by the District to
prepare the legal proceedings necessary to authorize the debt, to assist in the
preparation of disclosure documents necessary to sell the securities, and to render
certain approving opinions when the securities are delivered. All fees and
1600 Broadway,Suite 1100* Denver,CO 80202-4922 * 303-764-5737 * 303-764-5768* 800-942-7557
FAX 303-764-5770 * Home Office 10250 Regency Circle,Suite 400 * Omaha, NE 68114* 800-776-5777
Member NASD 8 SIPC * rh?rc:F Hp^p COM•rhi thnrt^i<c-e mm
.V'eighbors Point,Metropolitan District
Page 2 of 4
_. 10/13/2004
expenses of legal counsel selected hereunder shall be paid only from the proceeds
derived upon sale of the Bonds.
Ratings. The ratings which may be obtained for the bonds are likely to have a
significant effect on the rates of interest at which the bonds can be sold. If it is
determined to be in the District's best interest to obtain these ratings, Kirkpatrick
Pettis will assist the District in preparing and submitting applications to the rating
agencies along with detailed information about the District, the debt and any
credit enhancement.
Credit Enhancement. By providing investors with a guarantee of timely
payments on the debt, for even a limited time period, the purchase of credit
— enhancement can produce a net reduction•in financing costs. Kirkpatrick Pettis
will assist the District in investigating the availability of bond insurance, letters of
credit or other forms of credit enhancement and assist the District in determining
the cost effectiveness of these products.
Disclosure to Investors. In connection with the issuance of bonds by the District
and the sale and delivery of securities to ultimate investors, material information
about the District and the transaction must be compiled in a disclosure document
for distribution to prospective purchasers. As set forth above under Legal
Counsel, the District will engage the services of counsel to assist in the
preparation of such disclosure documents and advise the District and Underwriter .
about sales practices, regulatory requirements, and security matters. If disclosure
counsel is engaged as the District's counsel, Kirkpatrick Pettis, will expect to
receive the benefit of their 10(b)-5 opinion as well.
In contemplation of submitting an offer to underwrite the bonds, we will assist the
District in making these arrangements. By accepting this letter and accepting our
assistance in making these arrangements, the District will not incur any obligation except
to pay from the Bond proceeds the expenses as provided in Sections 4 and 6 of this letter.
Our active participation in making these arrangements should not and cannot be
construed by the District as a promise to underwrite the bonds or as an assurance that the
bonds can be sold.
Section 2. Underwriting. At such time as the arrangements for the sale of the securities
have been successfully completed, it is our intention to submit for consideration by the
Petitioners our offer to underwrite the bonds. Our offer will be submitted in the form of a
bond purchase agreement and will set forth terms of the purchase such as the rates of
interest, the amount of any original issue premium or discount, our underwriting
compensation (not to exceed 2 percent of the principal amount of the bonds), and the date
and conditions for delivery of the bonds. Until the District accepts our offer, there will be
no obligation for this firm to purchase the bonds from the District. In consideration for
our work performed pursuant to Section 1, above, the District agrees that it will not
. . . •
Neighbors Point:tietropolitan District
Page 3 of 4
/0/13/2004
consider other underwriting proposals unless Kirkpatrick Pettis has first declined to
underwrite the transaction on terms and conditions acceptable to the District.
Section 3. Remarketing. In the event that the District issues bonds that are remarketed
within their term, the District will have to engage a remarketing agent qualified to
remarket the bonds on each remarketing date. If an underwriting agreement is reached
between Kirkpatrick Pettis and the District, Kirkpatrick Pettis will submit an offer to
serve as remarketing agent to the District for compensation not to exceed .25 percent of
the amount of bonds annually remarketed. In further consideration for our work
performed pursuant to Section 1, above, the District agrees that as long as Kirkpatrick
Pettis is the lead underwriter, it will provide Kirkpatrick Pettis with the option to submit a
proposal to act as remarketing,agent and that it will not consider other proposals to act as
remarketing agent unless and'until the Kirkpatrick Pettis proposal for remarketing has
been rejected.
Section 4. Payment of Expenses. Expenses will be incurred to make the arrangements
for the sale of the bonds before their delivery and the receipt of proceeds by the District
but such expenses will not be obligations of the District unless advance authorization has
been obtained from the District. All of the expenses incurred in connection with the
authorization, sale, and delivery of the bonds, including rating application, letter of credit
fees and related expenses, insurance premiums, bond, disclosure and underwriter's
•
counsel and our out-of-pocket expenses for any travel outside of Colorado shall be paid •
only from the proceeds derived upon sale of the Bonds.
Section 5. Not an Offer to Buy. This letter of intent is not an offer to purchase or a
guarantee that we will make an offer to purchase the District's bonds in the future. Our
offer to purchase, if made, will only be made by a bond purchase agreement prepared by
our counsel and reviewed by the District and its counsel after the successful conclusion of
the pre-sale arrangements described in Section 1 and the completion of other preliminary
matters. This letter serves to summarize the steps we hope will lead to an underwriting of
bonds at a future date at which time both Kirkpatrick Pettis and the District will incur and
assume additional obligations as set forth in the bond purchase agreement.
— Section 6. Private Placement of Debt. If the District determines that a private
placement of debt to developer or other parties would be in its best interest, the District
agrees it will utilize the services of Kirkpatrick Pettis as an advisor for a fee not to exceed
1% of the debt distributed.
Section 7. Term of Letter Agreement. This letter agreement shall remain in full force
and effect until such time as the Proposed Board of Directors of the District, after formal
action by the Board, notifies Kirkpatrick Pettis in writing of its intent to terminate this
letter agreement, provided that no such action or notice shall be effective until after June
1, 2007. Kirkpatrick Pettis may resign as investment banker to the District by providing
written notification with no less than 60 days notice to the District.
Neighbors Point Metropolitan District
Page 4 of 4
10/13/2004
Section 8. Acceptance. The petitioners or other authorized officers of the developer
may indicate their desire to proceed with the delivery of these investment banking
services upon the basis set forth in this letter by executing one copy of this letter and
returning it to us.
Respectfully submitted,
Kirkpatrick, Pettis, Smith, Pollan Inc.
Samuel R. S Thomas R. Bishop
P
First Vice President Senior Vice President
ACCEPTED this i 3 day of October 2004 •
Proposed Neighbors Point Metropolitan District
Authorized Officer
EXHIBIT I
Legal Counsel Letter
SANDER INGEBRETSEN MILLER
_ & PARISH, P.C.
A PROFESSIONAL CORPORATION
ATTORNEYS AT LAW
-- 700 17'"STREET,SUITE 2200
•
DENVER,COLORADO 80202
PHONE: 303.285-5300
._ F,te: 303.285-5301
October 7, 2004
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Organization of Neighbors Point Metropolitan District
This fine has acted as counsel to the Petitioners in connection with the organization of
the Neighbors Point Metropolitan District (the "District"). Pursuant to the requirements of V.ni.
of the Service Plan for the District, this letter confirms that the petition for organization of the
District filed with the Town on June 21, 2004, the Service Plan for the District, as approved on •
October 7, 2004 and the notice, hearing and other procedures in connection with the approval of
• the Service Plan, have met the requirements of the Special District Act, § 32-1-101, e1 seq.,
C.R.S., and that the provisions of the Service Plan, as amended, including, without limitation,
provisions as to the structure and terms of the District's bonds, fees and revenue sources, are
consistent with applicable provisions of titles 11 and 32, C.R.S., and other applicable law.
Please be advised, however, that this firm has not been engaged as bond counsel to the
District, nor will this firm serve as bond counsel at any time for the District. This letter does not
purport to offer any opinion of the type customarily required to be given by bond counsel with
regard to any bond transaction of the District.
This letter is limited to the use of the addressee as set forth above, and may not be relied
upon by other parties or in connection with any future sale, resale or transfer of bonds and may
be relied upon only as stated herein. This letter may not be used, quoted or referred to, in whole
or in part, for any other purpose without the prior, written consent of the firm
Very truly yours,
SANDER INGEBRETSEN MILLER& PARISH,
A Professional Corporation
_747E3
Neighbors Point\Service Plan
JLG1625
0712.0003
EXHIBIT J
Bond Counsel Letter
ATTORNEYS&COUNSELORS AT LAW
���y�
633 SEVENTEENTH STREET SUITE 3000
Sherman & Howard L.L.C. DENVER,COLORADO 80202
TELEPHONE:303197-2900
FAX:303298.0940
OFFICES IN COLORADO SPRINGS
RENO•LAS VEGAS•PHOENIX
October 5, 2004
Town of Firestone
151 Grant Avenue
Box 100
Firestone, Colorado 80520
Re: Neighbors Point Metropolitan District
We have been asked to write this letter in our capacity as bond counsel to the
proposed Neighbors Point Metropolitan District(the "District").
The Service Plan for the District provides as follows:
"The District will pay to the Town for deposit into the Town's capital
improvements fund a total of Eight Hundred Sixteen Thousand Five
Hundred Seventy-Seven Dollars($816,577.00)of the District's total •
net bond proceeds,forty-two percent(42%)of which shall be paid to
the Town upon the issuance and delivery of the first series of Bonds,
which is anticipated to occur in 2005,and fifty-eight percent(58%)of
which shall be paid to the Town upon the issuance and delivery of the
second series of Bonds, which is anticipated to occur in 2007.
Pursuant to an agreement to be executed between the Town and the
District,the funds so paid to the Town shall be used by the Town to
finance improvements (whether inside or outside the boundaries of
the District) that the Town and the District would otherwise be
empowered to construct, and for which the District is authorized to
incur indebtedness(i.e.,streets,street lighting,traffic safety controls,
water, landscaping, storm drainage or park and recreation
improvements and facilities),which improvements shall be of benefit
to the Town and the District and shall be specifically identified in an
amendment to the intergovernmental agreement between the Town
and the District,which amendment shall be fully executed prior to the
issuance of any District bonds."
We have been asked to confirm that the foregoing is an acceptable use of bond proceeds.
The answer is in the affirmative. The District is specifically authorized by statute to
Sherman & Howard L.L.C.
Town of Firestone, Colorado
October 5, 2004
Page 2
provide improvements which benefit the District, whether such improvement are inside or outside
the boundaries of the District,and to enter into intergovernmental agreements. Whether the District
provides such improvements directly,or does so by contracting with the Town,does not in our view
affect the validity or tax-exempt status of the bonds. We know of no reason why tax restrictions on
this use of bond proceeds would differ from tax restrictions generally applicable to other
governmental bond issues for capital purposes.
The foregoing presumes that the improvements are of the type the District is
permitted to provide under the Service Plan and organizational documents, and are of benefit to the
District and its residents. As with all bond issues,as a condition of giving our opinion on the bonds,
we would need certification as to the use of all proceeds, including these proceeds. Such
certification would be requested from the District and possibly from the Town,depending upon the
circumstances; however,if the Town enters into an agreement to so apply such proceeds,we would
rely upon the Town's promises thereunder unless we had knowledge that other factors called that _
reliance into question.
I hope this responds to your request. If you have further questions,please feel free to
call me.
Sincerely,
SHERMA & H WARD L.L.C.
Blake T. Jordan, Esq.
EXHIBIT K
Part I - Developer Indemnity Letter
Part II - District Indemnity Letter
October 7, 2004
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Neighbors Point Metropolitan District
Ladies and Gentlemen:
This Indemnity Letter (the "Indemnity Letter") is delivered by the undersigned I & J
Partnership, L.P., a California limited partnership ("I & J") in order to induce the Town of
Firestone (the "Town") to approve the Service Plan, including all amendments heretofore or
hereafter made thereto (the "Service Plan") for the Neighbors Point Metropolitan District (the
"District"). In consideration of the Town's approval of the Service Plan, I& J, for and on behalf
of itself and its transferees, successors and assigns, represents, warrants, covenants and agrees to
and for the benefit of the Town as follows:
1. I & J hereby waives and releases any present or future claims it might have
against the Town or the Town's elected or appointed officers, employees, agents or contractors
in any manner related to or connected with the Service Plan or any action or omission with
respect thereto. I & J further hereby agrees to indemnify and hold harmless the Town and the
Town's elected and appointed officers, employees, agents and contractors, from and against any
and all liabilities resulting from any and all claims, demands, suits, actions or other proceedings
of whatsoever kind or nature made or brought by any third party, including attorneys' fees and
expenses and court costs, which directly or indirectly or purportedly arise out of or are in any
manner related to or connected with any of the following: (a)the Service Plan or any document
or instrument contained or referred to therein; or (b) the formation of the District or any actions
or omissions of I & 5, the District, the Town or any other person or entity in connection with the
District, including, without limitation, any bonds or other financial obligations of the District or
any offering documents or other disclosures made in connection therewith. I & J further agrees
to investigate, handle, respond to and to provide defense for and defend against, or at the Town's
option to pay the attorneys' fees and expenses for counsel of the Town's choice for any such
liabilities, claims, demands, suits, actions or other proceedings. It is understood and agreed that
the Town does not waive or intend to waive the monetary limits (presently $150,000 per person
and $600,000 per occurrence) or any other rights, immunities and protections provided by the
Colorado Governmental Immunity Act, §§ 24-10-101, et seq., C.R.S., as from time to time
amended,or otherwise available to the Town, its officers or its employees.
2. I & J hereby consents to the Town Disclaimer Statement contained in Exhibit M
to the Service Plan, acknowledges the Town's right to modify the Town Disclaimer Statement,
and waives and releases the Town from any claims I & J might have based on or relating to the
use of or any statements made or to be made in such Town Disclaimer Statement (including any
modifications thereto).
3. It is understood and agreed, and I & J hereby expressly acknowledges, that the
Town, in acting to approve the Service Plan, has relied upon the provisions of this Indemnity
Letter.
4. This Indemnity Letter has been duly authorized and executed on behalf of I&J.
Very truly yours,
I& J PARTNERSHIP, L.P.,
a C is limited partnership
Isaac Moradi, Partner
POWER OF ATTORNEY
(REAL ESTATE)
KNOW ALL MEN BY THESE PRESENTS, that I, Isaac Moradi, of the County of Los
Angeles, State of California, do make, constitute and appoint Everett L. Pfeiff of the County of
Boulder, State of Colorado, to act as my true and lawful attorney for me and in my name, place
and stead for my sole use and benefit to execute annexation, zoning and development agreements
relating to the Neighbors property (aka Neighbors Point), including but not limited to annexation
petitions, plats, easements, land dedication deeds, development plans, development agreements
and all associated actions relating to entitlement of the following described real estate situate in
the County of Weld, State of Colorado to wit: SEE EXHIBIT A, ATTACHED HERETO AND
FULLY INCORPORATED HEREIN BY THIS REFERENCE.
•
My said attorney shall have full power and authority to do and perform all acts necessary to be
done to obtain on behalf of I&J Partnership any land use zoning approval, final plat/FDP or other
entitlement approval with full power of revocation, hereby ratifying and confirming all that said
attorney shall lawfully do or cause to be done by virtue of this Power of Attorney and the powers
contained herein. Our said attorney shall have full power and authority to delegate any of the
powers granted herein.
This Power of Attorney shall not be affected by disability of the principal.
This Power of Attorney shall automatically expire by its own terms upon completion of the
limited purpose set forth above.
• EXECUTED this 9 day of F it s it f/7 2004.
I&J Part.-rship, a California Ltd. Partnership
By: O I Inc., General Partner
Isaac Moradi, President r
STATE OF CALIFORNIA )
) 39.
COUNTY OF �
The foregoing instrument was acknowledged before me this el day of , 2004
by Isaac Moradi, President, ICO Investment Group,Inc.
Witness my hand and official seal. •My Commission expires: ,9,1)1) An)u
1.i.,
FAHIMEH ZOMORODIAN ' Notary Public
— .:'I��1,.'.'- Commisslon N 1261376 t
a
I' A' Notcry Public-California
f Los Angeles County
MY Comm.Fiq.7eesNx21.2U04
l
i
i
EXHIBIT A
To: Power of Attorney(Real Estate)
Isaac Moradi, President ICO Investment Group, Inc., General Partner
I&J Partnership, a California Ltd. Partnership
Everett Pfeiff: Attorney-in-Fact
LEGAL DESCRIPTION
_ THAT PORTION OF THE SOUTH WEST QUARTER OF SECTION 12, TOWNSHIP 2 NORTH,
RANGE 68 WEST OF THE 6TH P.M., WELD COUNTY,COLORADO,DESCRIBED AS FOLLOWS;
COMMENCING AT THE SOUTH LINE OF THE SW 1/4 OF SECTION 12, TOWNSHIP 2 SOUTH,
RANGE 68 WEST OF THE 6TH. PRINCIPAL MERIDIAN BEING ASSUMED TO BEAR SOUTH
89°31'25" EAST AND ALL BEARINGS CONTAINED HEREON RELATIVE THERETO:
THENCE NORTH 03°24'37" EAST, A DISTANCE OF 742.26 FEET TO THE POINT OF BEGINNING;
THENCE NORTH 00°27'08" WEST,A DISTANCE OF 1920.31 FEET;
THENCE SOUTH 89°58'03" EAST, A DISTANCE OF 2670.83 FEET;
THENCE SOUTH 00°00'54" WEST,A DISTANCE OF 1478:52 FEET; •
• THENCE SOUTH 59°23'19" WEST,A DISTANCE OF 91.5&FEET;
THENCE SOUTH 30°36'41" EAST, A DISTANCE OF 100.87 FEET;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 20.00:FEET AND
A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET (CHORD BEARS SOUTH
• 75°36'41" EAST,28.28 FEET);
THENCE SOUTH 00°00'54"WEST,A DISTANCE OF 62.76 FEET;
THENCE SOUTH 59°23'19"WEST,A DISTANCE OF 55.00 FEET;
THENCE SOUTH 25°21'14"EAST,A DISTANCE OF 110.46 FEET;
THENCE SOUTH 00°00'54" WEST,A DISTANCE OF 872.56 FEET;
THENCE NORTH 89°31'25" WEST,A DISTANCE OF 1969.94 FEET;
THENCE NORTH 00°28'35"EAST,A DISTANCE OF 30.00 FEET;
THENCE NORTH 00°27'08" WEST,A DISTANCE OF 531.63 FEET;
THENCE NORTH 56°48'54"EAST,A DISTANCE OF 79.41 FEET;
THENCE NORTH 40°07'24" WEST,A DISTANCE OF 116.87 FEET;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 20.00 FEET AND
A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET(CHORD BEARS NORTH
85°07;224" WEST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 54.00 FEET;
THENCE ALONG THE ARC OF A NON TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 20.00 FEET AND A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET
(CHORD BEARS NORTH 04°52'36"EAST,28.28 FEET);
THENCE NORTH.40°07'24" WEST,A DISTANCE OF 23.31 FEET;
THENCE SOUTH 86°14'42"WEST,A DISTANCE OF 177.11 FEET;
THENCE SOUTH 86°31'17" WEST,A DISTANCE OF 420.74 FEET;
TO THE POINT OF BEGINNING;
CONTAINING 6,578,727 SQUARE FEET,OR 151.03 ACRES, MORE OR LESS.
, 2004
(Date of Organizational Meeting)
Town of Firestone
Post Office Box 100
Firestone, Colorado 80520
RE: Neighbors Point Metropolitan District
Ladies and Gentlemen:
This Indemnity Letter (the "Indemnity Letter") is delivered by the Neighbors Point
Metropolitan District (the "District") in order to comply with the Service Plan, including all
amendments heretofore or hereafter made thereto (the "Service Plan") for the District. In
consideration of the Town's approval of the Service Plan, the District, for and on behalf of itself
and its transferees, successors and assigns, represents, warrants, covenants and agrees to and for
the benefit of the Town as follows:
1. The District hereby waives and releases any present or future claims it might have
against the Town or the Town's elected or appointed officers, employees, agents or contractors
in any manner related to or connected with the Service Plan or any action or omission with
respect thereto. To the fullest extent permitted by law, the District hereby agrees to indemnify
and hold harmless the Town and the Town's elected and appointed officers, employees, agents
and contractors, from and against any and all liabilities resulting from any and all claims,
demands, suits, actions or other proceedings of whatsoever kind or nature made or brought by
any third party, including attorneys' fees and expenses and court costs, which directly or
indirectly or purportedly arise out of or are in any manner related to or connected with any of the
following: (a) the Service Plan or any document or instrument contained or referred to therein; or
(b) the formation of the District or any actions or omissions of the District, the Town, I & J
Partnership, L.P., a California limited partnership ("I & J"), or any other person or entity in
connection with the District, including, without limitation, any bonds or other financial
obligations of the District or any offering documents or other disclosures made in connection
therewith. The District further agrees to investigate, handle, respond to and to provide defense
for and defend against, or at the Town's option to pay the attorneys' fees and expenses for
counsel of the Town's choice for, any such liabilities, claims, demands, suits, actions or other
proceedings. It is understood and agreed that neither the District nor the Town waives or intends
to waive the monetary limits (presently $150,000 per person and $600,000 per occurrence) or
any other rights, immunities and protections provided by the Colorado Governmental Immunity
Act, §§ 24-10-101, et seq., C.R.S., as from time to time amended, or otherwise available to the
Town, the District, its officers, or its employees.
2. The District hereby consents to the Town Disclaimer Statement contained in
Exhibit M to the Service Plan; agrees that the District will include such Town Disclaimer
Statement or any modified or substitute Town Disclaimer Statement hereafter furnished by the
Town to the District in all offering materials used in connection with any bonds or other financial
obligations of the District (or, if no offering materials are used, the Town Disclaimer Statement
will be given by the District to any prospective purchaser of any bonds or other financial
obligations of the District); and waives and releases the Town from any claims the District might
have based on or relating to the use of or any statements made or to be made in such Town
Disclaimer Statement (including any modifications thereto).
3. It is understood and agreed, and the District hereby expressly acknowledges, that
the Town, in acting to approve the Service Plan, has relied upon the provisions of this Indemnity
Letter.
4. This Indemnity Letter has been duly authorized and executed on behalf of the
District.
Very truly yours,
NEIGHBORS POINT METROPOLITAN
DISTRICT
By:
Title:
EXHIBIT L
Form of Disclosure Notice
NEIGHBORS POINT METROPOLITAN DISTRICT
WELD COUNTY,COLORADO
DISCLOSURE STATEMENT
Pursuant to Article XII of the Service Plan
of Neighbors Point Metropolitan District
DISTRICT ORGANIZATION:
Neighbors Point Metropolitan District (the "District"), Weld County, Colorado is a quasi-
municipal corporation and political subdivision of the State of Colorado duly organized and existing
as a metropolitan district pursuant to Title 32, Colorado Revised Statutes. The District was declared
organized and an existing metropolitan district on ,2004,pursuant to an Order and
Decree Organizing District and Issuance of Certificates of Election for the Neighbors Point
Metropolitan District, issued in the District Court of Weld County, Colorado. The Order and
Decree was recorded in the records of the Weld County Clerk and Recorder on
2004 at Reception#
The District is located entirely within the corporate limits of the Town of Firestone,
Colorado, in Weld County. The legal description of the property forming the boundaries of the
District is described in Exhibit A.
DISTRICT PURPOSE:
Neighbors Point Metropolitan District was organized for the purpose of financing streets,
street lighting, traffic and safety controls, water, landscaping, storm drainage, mosquito control and
park and recreation improvements, all in accordance with its Service Plan approved by the Board of
Trustees of Firestone. When completed, improvements shall be dedicated to the Town of Firestone
or other governmental entities, all for the use and benefit of residents and taxpayers, or operated and
maintained by contract with a Homeowners' Association formed for the Neighbors Point
subdivision. The District's Service Plan is on file and available for review at the office of the
District's general counsel, Sander Ingebretsen Miller & Parish, P.C., 700 17th Street, Suite 2200,
Denver, Colorado 80202, and at the office of the Town Clerk, Town of Firestone, 151 Grant
Avenue,Firestone,Colorado 80520.
TAX LEVY INFORMATION:
The primary source of revenue for the District is ad valorem property taxes. Property
taxes are determined annually by the District's Board of Directors and set by the Board of
County Commissioners for Weld County as to rate or levy based upon the assessed valuation of
the property within the District. The levy is expressed in terms of mills. A mill is 1/1,000 of the
assessed valuation, and a levy of one mill equals $1 of tax for each $1,000 of assessed value.
The financial forecast for the District (as set forth in its Service Plan) assumes that the District
will be able to set its tax levy at approximately forty-five and nine hundred seventy-nine one-
thousandths-of-one (45.979) mills for 2006 through 2037 for debt service and administration
purposes. Except for certain adjustments permitted by the Service Plan to compensate for legally
_ required changes to residential valuation ratios, the District shall not impose a debt service mill
levy in excess of fifty (50.000) mills and shall not impose a mill levy for administration,
warranty maintenance and other operating expenses in excess of six (6.000) mills. District taxes
are collected as part of the property tax bill from Weld County.
NEIGHBORS POINT METROPOLITAN
DISTRICT
By: , President
STATE OF COLORADO )
) ss.
• COUNTY OF )
The foregoing instrument was acknowledged before me this day of
2004, by as President of the Neighbors Point Metropolitan
District.
WITNESS my hand and official seal.
My commission expires:
Notary Public
EXHIBIT A
(Legal Description of District)
Neighbors Point\Service Plan
1LO1726
0712.0003
OVERALL FDP LEGAL DESCRIPTION
THAT PORTION OF THE SOUTH WEST QUARTER OF SECTION 12, TOWNSHIP 2 NORTH,
RANGE 68 WEST OF THE 6TH P.M.,WELD COUNTY,COLORADO,DESCRIBED AS FOLLOWS;
COMMENCING AT THE SOUTH LINE OF THE SW 1/4 OF SECTION 12, TOWNSHIP 2 SOUTH,
RANGE 68 WEST OF THE 6TH. PRINCIPAL MERIDIAN BEING ASSUMED TO BEAR SOUTH
89°31'25"EAST AND ALL BEARINGS CONTAINED HEREON RELATIVE THERETO:
THENCE NORTH 03°24'37"EAST,A DISTANCE OF 742.26 FEET TO THE POINT OF BEGINNING;
THENCE NORTH 00°2T08"WEST,A DISTANCE OF 1920.31 FEET;
THENCE SOUTH 89°58'03"EAST,A DISTANCE OF 2670.83 FEET;
THENCE SOUTH 00°00'54"WEST,A DISTANCE OF 1340.88 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 928.01 FEET;
THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 100.00 FEET;
THENCE SOUTH 89°44'46"EAST,A DISTANCE OF 400.00 FEET;
_ THENCE SOUTH 00°07'45"EAST,A DISTANCE OF 124.62 FEET;
THENCE NORTH 89°30'56"WEST,A DISTANCE OF 1331.43 FEET;
THENCE NORTH 89°31'25"WEST,A DISTANCE OF 1969.94 FEET;
THENCE NORTH 00°28'35"EAST,A DISTANCE OF 30.00 FEET;
THENCE NORTH 00°27'08"WEST,A DISTANCE OF 531.63 FEET;
THENCE NORTH 56°48'54"EAST,A DISTANCE OF 79.41 FEET;
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 116.87 FEET;
THENCE ALONG THE ARC OF A CURVE TO THE LEFT HAVING A RADIUS OF 20.00 FEET AND
A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET(CHORD BEARS NORTH
85°07;224"WEST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 54.00 FEET;
THENCE ALONG THE ARC OF A NON TANGENT CURVE TO THE RIGHT HAVING A RADIUS
OF 20.00 FEET AND A CENTRAL ANGLE OF 90°00'00", AN ARC DISTANCE OF 31.42 FEET
(CHORD BEARS NORTH 04°52'36" EAST,28.28 FEET);
THENCE NORTH 40°07'24"WEST,A DISTANCE OF 23.31 FEET;
THENCE SOUTH 86°14'42"WEST,A DISTANCE OF 177.11 FEET;
THENCE SOUTH 86°31'17"WEST,A DISTANCE OF 420.74 FEET;
TO THE POINT OF BEGINNING;
CONTAINING 8,335,033 SQUARE FEET,OR 191.346 ACRES,MORE OR LESS.
THIS LEGAL IS FOR INFORMATIONAL PURPOSES ONLY AND WITHOUT
WARRANTIES IMPLIED OR EXPRESSED.
EXHIBIT M
Form of Town Disclaimer Statement
TOWN OF FIRESTONE, COLORADO-DISCLAIMER STATEMENT
As a requirement imposed in its formation process, the Neighbors Point Metropolitan
District (the "District") is obligated to the Town of Firestone (the "Town") to include this
disclaimer statement in all offering materials used in connection with any bonds or other
financial obligations of the District (or, if no offering materials are used, to give this disclaimer
statement to any prospective purchaser, investor or lender in connection with any such bonds or
other financial obligations of the District). The date of this disclaimer statement is
The Town has not reviewed or participated in the preparation of any offering materials or
any other disclosure documentation relating to any bonds or financial obligations of the District
or any other materials to which this Disclaimer Statement is appended. Other than this
Disclaimer Statement, no other statement of any kind is authorized to be made by or on behalf of
the Town in any offering materials or any other disclosure documentation relating to any bonds
or other financial obligations of the District.
The Town and the District are separate legal entities. The Town is not a party to and is
• not obligated with respect to any borrowings, financings, bonds or other financial obligations of
the District. As a statutory requirement for the formation of the District, the Town approved a
Service Plan containing financial and other information fiunished by the District's organizers.
The Town's approval of the Service Plan was based upon such information furnished by the
District's organizers, without independent investigation by the Town. The District's Service
Plan was prepared in 2004 and not in connection with the offering of any bonds or other
financial obligations. The Town's approval of the District's Service Plan should not be relied
upon by prospective purchasers, bondholders, investors or lenders in evaluating the investment
quality of the District's bonds or other financial obligations. The Service Plan and related
agreements do not impose upon the Town any duties to, nor confer any rights against the Town
upon, any purchasers, investors, lenders,bondholders or other third parties.
EXHIBIT N
Form of Intergovernmental Agreement between District and Town
INTERGOVERNMENTAL AGREEMENT
BY AND BETWEEN
THE TOWN OF FIRESTONE, COLORADO
AND
NEIGHBORS POINT METROPOLITAN DISTRICT
This INTERGOVERNMENTAL AGREEMENT (the "Agreement") is entered into this
day of 2004, by and between the TOWN OF FIRESTONE, COLORADO, a
municipal corporation of the State of Colorado (the "Town"), and NEIGHBORS POINT
METROPOLITAN DISTRICT, a quasi-municipal corporation and political subdivision of the
State of Colorado(the"District"), collectively referred to herein as the "Parties".
RECITALS
WHEREAS,the District was organized to finance, acquire, design, construct and install
certain facilities, and to exercise powers, all as are more specifically set forth in the District's
Service Plan, dated October 7, 2004, and approved by the Town on October 7, 2004, by
Resolution No. 04-44 (the"Service Plan"); and
WHEREAS, the Service Plan makes reference to and requires the execution of an
intergovernmental agreement between the Town and the District; and
WHEREAS, the Town and the District have determined it to be in the best interests of
their respective taxpayers, residents and property owners to enter into this Agreement;
NOW, THEREFORE, for and in consideration of the covenants and mutual agreements
herein contained, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties hereto agree as follows:
— COVENANTS AND AGREEMENTS
1. APPLICATION OF LOCAL LAWS. The District hereby acknowledges that
the property within its boundaries shall be subject to all ordinances, rules and regulations of
the Town, including without limitation, ordinances, rules and regulations relating to zoning,
subdividing, building and land use, and to all related Town land use policies, master plans,
related plans and intergovernmental agreements.
2. NATURE OF DISTRICT. The District agrees that it is organized for the
purpose of financing certain public improvements for the area within its boundaries only
(except to the extent otherwise specifically provided in Article V.c of the Service Plan), which
area is designated as the proposed Neighbors Point development, and that the District's
purposes, powers, facilities and activities are to be limited and governed by the Service Plan.
The District is not intended to and shall not provide facilities or service outside its boundaries
(except as otherwise specifically provided in Article V.c of the Service Plan). Further, the
District is not intended to and shall not exist perpetually, but instead shall be dissolved in
accordance with the Service Plan and this Agreement. The District shall not provide any
services or facilities within any area of the District overlapping with the service area of another
district without first obtaining the written consent of each and every district whose service area
is so overlapped.
_ 3. CHANGE IN BOUNDARIES. The District agrees that, as set forth in the
Service Plan, inclusion of properties within, or any exclusion of properties from, its boundaries
shall constitute a material modification of the Service Plan; any purported inclusion or
exclusion that has not been approved by the Town pursuant to the procedures applicable to a
material modification of the Service Plan shall be void and of no effect.
4. TOWN APPROVAL REQUIREMENTS: REVIEW OF DISTRICT
SUBMITTALS. The District agrees that any Town approval requirements contained in the
Service Plan (including, without limitation, any Service Plan provisions requiring that any
change, request, action, event or occurrence be treated as a Service Plan amendment proposal
or be deemed a "material modification" of the Service Plan) shall remain in full force and
effect, and such Town approval shall continue to be required, notwithstanding any future
change in._law modifying or repealing any statutory provision concerning service plans,
amendments thereof or modifications thereto. The District agrees to reimburse the Town for all reasonable administrative and consultant costs incurred by the Town for any Town review
_ of reports, plans, submittals, proposed modifications or requests for administrative approvals,
or other materials or requests provided to the Town by the District pursuant to the Service
Plan, this Agreement, state law or the Firestone Municipal Code. The Town may require a
deposit of such estimated costs.
5. OWNERSHIP OF IMPROVEMENTS. The Parties agree that the District shall
not be permitted to undertake ownership, operation or maintenance of any public improvements,
facilities or services, except as specifically set forth in the Service Plan.
6. ALLOCATION OF FINANCING PROCEEDS. The Parties agree, and the
Town's approval of the Service Plan is expressly conditioned upon the requirement, that a total
of Eight Hundred Sixteen Thousand Five Hundred Seventy-Seven Dollars ($816,577.00)will be
allocated from the District's net bond financing proceeds to the Town's capital improvements
fund, which proceeds shall be paid to the Town at the time proceeds are realized from the
issuance of bonds as provided for in the Service Plan. Such allocations shall be made in the
amounts and at the times set forth in Article V.c of the Service Plan, which Article is
" incorporated herein by reference as though set forth in full. Such allocations may be used by the
Town to finance capital improvements (either within or outside the boundaries of the District)
that the Town and the District would otherwise be empowered to construct, and for which the
District is authorized to incur indebtedness i.e., streets, traffic safety controls, street lighting,
water, storm drainage, park and recreation or landscaping improvements and facilities, which
improvements shall be of benefit to the Town and the District and shall be specifically identified
in an amendment to this Agreement which amendment shall be fully executed prior to the
issuance of any District bonds.
The District acknowledges and agrees that the provisions of this Agreement and the
provisions of the Service Plan for concurrent allocation of bond proceeds to the Town's capital
improvements fund for capital improvements are material considerations in, and conditions of,
the Town's approval of the District's Service Plan, and that the Town has relied thereon in
approving the District's Service Plan. Therefore, the District agrees that it shall include in and
make available from the District's bond financing proceeds such Eight Hundred Sixteen
Thousand Five Hundred Seventy-Seven Dollars ($816,577.00) to be paid to the Town's capital
improvements fund. The District further agrees that it shall not issue bonds without
concurrently allocating and delivering to the Town the funds required by Article V.c of the
Service Plan. The District further agrees that such delivery of bond proceeds to the Town shall
be a condition of closing for each series of bonds. The District specifically agrees that the
provisions of this Agreement and of the Service Plan for such concurrent allocation of bond
proceeds to the Town shall run in favor of and shall be enforceable by the Town. The District
represents and warrants that it has obtained all voter authorizations necessary to implement such
provisions of this Agreement and the Service Plan, and that it will exercise its powers in
accordance with and in furtherance of such provisions.
7. CONSOLIDATION. The District shall not file a request with the District Court
to consolidate with another district without the prior written approval of the Town.
8. DISSOLUTION. The District agrees that it shall take all action necessary to
dissolve the District upon payment or defeasance of the District's bonds or otherwise upon the
request of the Town, all as provided in the Service Plan.
9. NOTICE OF MEETINGS. The District agrees that it shall submit a copy of the
written notice of every regular or special meeting and work session of the District's Board of
Directors to the Office of the Firestone Town Administrator,by mail, facsimile or hand delivery,
to be received at least three (3) days prior to such meeting. The District agrees that it shall also
submit a complete copy of meeting packet materials for any such meeting to the Office of the
Firestone Town Administrator, by mail, facsimile or hand delivery, to be received at least one
(1)day prior to such meeting.
10. ANNUAL REPORT. The District shall be responsible for submitting an annual
report to the Town pursuant to and including the information set forth in Article VII of the
Service Plan.
11. ENTIRE AGREEMENT OF THE PARTIES. This written agreement, together
with the Service Plan, constitutes the entire agreement between the Parties and supersedes all
prior written or oral agreements, negotiations, or representations and understandings of the
Parties with respect to the subject matter contained herein.
12. AMENDMENT. This Agreement may be amended, modified, changed or
terminated in whole or in part only by a written agreement duly authorized and executed by the
Parties hereto and without amendment to the Service Plan.
13. ENFORCEMENT. The Parties agree that this Agreement may be enforced in
law or in equity for specific performance, injunctive or other appropriate relief, including
_ damages, as may be available according to the laws and statutes of the State of Colorado.
14. VENUE. Venue for the trial of any action arising out of any dispute hereunder
shall be in Weld County District Court.
15. BENEFICIARIES. Except as otherwise stated herein,this Agreement is intended
to describe the rights and responsibilities of and between the named parties and is not intended
to, and shall not be deemed to, confer any rights upon any persons or entities not named as
parties.
16. EFFECT OF INVALIDITY. If any portion of this Agreement is held invalid or
unenforceable for any reason by a court of competent jurisdiction as to either party or as to both
Parties, such portion shall be deemed severable and its invalidity or its unenforceability shall not
cause the entire agreement to be terminated. Further, with respect to any portion so held invalid
or unenforceable, the District and Town agree to take such actions as may be necessary to
achieve to the greatest degree possible the intent of the affected portion.
17. ASSIGNABILITY. Other than as specifically provided for in this Agreement,
_ neither the Town nor the District shall assign their rights or delegate their duties hereunder
without the prior written consent of the other Parties.
18. SUCCESSORS AND ASSIGNS. Subject to Paragraph 17 hereof, this
Agreement and the rights and obligations created hereby shall be binding upon and inure to the
benefit of the Parties hereto and their respective successors and assigns.
[Remainder of page intentionally left blank].
NEIGHBORS POINT METROPOLITAN
DISTRICT
By:
President
ATTEST:
By:
Secretary
_ TOWN OF FIRESTONE
By:
Its:
ATTEST:
By:
Its:
Neighbors Point\Service Plan
JLG1747
0712.0003
EXHIBIT 0
Resolution of Town of Firestone Approving Service Plan
TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF COLORADO
IN RE THE ORGANIZATION OF NEIGHBORS POINT METROPOLITAN DISTRICT IN
THE TOWN OF FIRESTONE, COUNTY OF WELD, STATE OF COLORADO
RESOLUTION NO. 04-44
RESOLUTION OF APPROVAL
_ WHEREAS, pursuant to the provisions of Title 32, Article 1, Part 2, C.R.S. as amended,
the Board of Trustees of the Town of Firestone, County of Weld, State of Colorado, following
due notice, held a public hearing on the proposed Service Plan for Neighbors Point Metropolitan
_ District,which hearing was opened on September 30,2004 and concluded on October 7, 2004; and
WHEREAS, the Board of Trustees has considered the Service Plan and all other
testimony and evidence presented at the hearing; and -
WHEREAS, based upon the testimony and evidence presented at the hearing, it appears
that the Service Plan for Neighbors Point Metropolitan District, should be approved by the Board
of Trustees, subject to certain conditions set forth below, in accordance with Section 32-1-
204.5(1)(c), C.R.S.
THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN
OF FIRESTONE, COLORADO:
Section 1. That the Board of Trustees, as the governing body of the Town of Firestone,
Colorado, does hereby determine,based on representations by and on behalf of I & J Partnership,
L.P., a California limited partnership, (the "Developer"), that all of the requirements of Title 32,
Article 1, Part 2, C.R.S., as amended, relating to the filing of the proposed Service Plan for
Neighbors Point Metropolitan District have been fulfilled and that notice of the hearing was given
in the time and manner required by the Town.
Section 2. That, based on representations by and on behalf of the Developer, the Board
of Trustees of the Town of Firestone, Colorado, has jurisdiction over the subject matter of this
proposed special district pursuant to Title 32,Article 1,part 2, C.R.S., as amended.
Section 3. That, pursuant to Section 32-1-204.5, C.R.S., Section 32-1-202(2), C.R.S.,
and Section 32-1-203(2), C.R.S., the Board of Trustees of the Town of Firestone, Colorado, does
hereby find and determine, based on the Service Plan and other evidence presented by and on
behalf of the Developer, that:
(a) There is sufficient existing and projected need for organized service in the
areas to be serviced by the proposed District;
(b) The existing service in the area to be served by the proposed District is
inadequate for present and projected needs;
(c) The proposed special district is capable of providing economical and
sufficient service to the area within its proposed boundaries;
(d) The area to be included in the proposed District has, or will have, the
financial ability to discharge the proposed indebtedness on a reasonable
_ basis; and
(e) The creation of the proposed District will be in the best interests of the
area proposed to be served.
•
Section 4. That pursuant to Section 32-1-204.5(1)(c), C.R.S., the Board of Trustees
_ hereby imposes the following conditions upon its approval of the Service Plan:
(a) The Developer agrees that the Town Attorney will be given reasonable
notice of all proceedings in the District Court of Weld County relating to the
organization of the Districts (including notice as described in Section 32-1-304,
C.R.S.).
(b) The Developer agrees that,prior to the hearing date set by the District Court
of Weld County pursuant to Section 32-1-304, C.R.S., all fees and expenses which
have been submitted to the Developer for payment by or on behalf of the Town or its
attorneys or financial or other advisors shall have been paid in full.
(c) Prior to the hearing date set by the District Court of Weld County pursuant to
Section 32-1-304, C.R.S., the District shall fully comply with the provisions of
Section 32-1-107(3), C.R.S. with respect to the overlapping of service areas. The
District's authorization to provide services or facilities within any overlapping area
is expressly conditioned upon the District first obtaining the written consent of each
and every district whose service area is so overlapped.
(d) Prior to the Mayor's execution of this Resolution, the fully and properly
executed originals of the following documents will be submitted for the proposed
_ District: the engineer's statement of reasonableness of capital costs; accountant's
letters and forecasts; letter in support of market projections and absorption rates;
underwriter's. letter; legal counsel letters; bond counsel letter, and Developer's
indemnity letters that are required under the Service Plan and set forth in Exhibits E,
G,H,I,J, and K part I,to the Service Plan,shall be provided to the Town.
(e) At its organizational meeting,the District shall execute its District indemnity
letter, and the intergovernmental agreement with the Town("IGA")that are required
under the Service Plan and set forth in Exhibits K part II, and N to the Service Plan,
and shall provide the fully executed originals of the District indemnity letters and the
-" IGA,to the Town.
If any of the above-stated conditions (a) through (d) are not met, the Town may file a
_ motion with the District Court of Weld County requesting that the hearing on the organization of
the Districts be delayed until such conditions are met, and Developer has represented that it will
not oppose such motion. Further, if any of the above-stated conditions (a) through (e) are not
met, the Town may pursue all legal and equitable remedies available to it for failure of
compliance with such conditions of approval.
Section 5. That the Service Plan of Neighbors Point Metropolitan District, as set forth in
Exhibit A to this Resolution and dated October 6, 2004, is hereby approved subject to the
conditions stated in Section 4 above, in accordance with Section 32-1-204.5(1)(c), C.R.S., and
subject to the revisions set forth in Exhibit B.
Section 6. That a certified copy of this Resolution be filed in the records of the Town of
Firestone and submitted to the Developer for the purpose of filing in the District Court of Weld
County for further proceedings concerning Neighbors Point Metropolitan District.
RESOLVED, ADOPTED AND APPROVED this day of October,2004.
TOWN OF FIRESTONE, COLORADO
(SEAL)
_ AI 1'1ST: Michael P. Simone
Mayor
Judy Hegwood
Town Clerk
CERTIFICATE
I, Judy Hegwood, Town Clerk of the Town of Firestone, Colorado, do hereby
certify that the above and foregoing is a true, correct and complete copy of a resolution adopted
by the Board of Trustees of the Town of Firestone, Colorado, at a public meeting held on the
day of October, 2004.
IN WITNESS WHEREOF, I have hereunto set my hand and the seal of the Town
of Firestone, Colorado,this day of October, 2004.
(SEAL)
Town Clerk
EXHIBIT A
(Copy of Service Plan)
EXHIBIT B
REVISIONS TO NEIGHBORS POINT METROPOLITAN DISTRICT SERVICE PLAN
(Firestone Board of Trustees Meeting, October 7,2004)
1. Page 2, list of consultants, correct phone and fax numbers for Developer.
2. Page 3, first line of paragraph b., change "financing plan" to "financial plan."
3. Page 4, 8th line under "II. Purpose of the Proposed District," change "Financing Plan" to
"Financial Plan."
4. Page 8, line 2, change "Debt Limitations" to "debt limit."
5. Page 10, 1st line of IV.g., change "Article V.h." to "Article IV.h."
6. Page 11, 13th line, delete"calendar."
7. Page 12, 4th line under "h. Ownership and Operation of Facilities by the District," after
"provided in" insert "Article."
8. Page 16, lines 3-4,change "Article V.f. with respect to Refunding Bonds"to "Article V.g.
with respect to refunding bonds."
9. Page 21, 5th line of V.e., after"District" insert "debt service."
10. Page 21, 8th line of V.e, after "constitutional provision" insert "(which changes shall be
determined in relation to 2004 as the base year)."
11. Page 21, 3`d line of V.f, add space between first and second sentence.
12. Page 22, 9th line of V.g, add period after("Investor Suitability").
13. Page 23, starting on 2"d line of V.i., revise second and third sentences of paragraph to
read as follows(changes shown in bold underline and strikeout):
"The mill levy imposed by the District for debt service purposes shall not exceed fifty
(50.000)mills, and the mill levy for administration, warranty maintenance and other
operating expenses shall not exceed six (6.000) mills,except for Gallagher adjustments
permitted under Article V.e. above. Although the mill levy imposed may vary depending
on the phasing of facilities anticipated to be funded, it is estimated that a mill levy of
_ approximately forty-five and nine hundred seventy-nine one thousandths of one(45.979)
mills will produce revenue sufficient to support debt service and administration,
warranty maintenance and other operating operations and warranty maintenance
expenses throughout the repayment period."
14. Page 28, 6th line of second paragraph, after "elects)" insert the following: "to such extent
as is necessary to adequately provide for the payment of such financial obligations."
15. Page 28, 7th line of second paragraph, change "the developer, the developer" to "the
Developer,the Developer."
16. Page 33, revise XV.3 to read in.full as follows (changes shown in bold underline: "Any
change in the types of improvements or change of more than fifteen percent (15%) in
the estimated costs of improvements from what is stated in Exhibit E of this Service
Plan;".
17. Exhibit F, delete sanitary sewer exhibit, add park and recreation improvement exhibit,
and add PUD development plan map(s) (or similar map(s) acceptable to Town) as part of
this Exhibit to fiuther depict intended development.
18. Exhibit H, Underwriter's Letter: Provide copy of"Letter of Intent" showing signature on
behalf of District Organizers.
19. Exhibit H, Underwriter's Letter: In second letter, insert at beginning of final paragraph:
"In the process of underwriting bonds for a non-rated residential metropolitan district,
one key criterion is the level of homebuilder activity. Methods of evaluating such
activity include contracts for sale of land in the District to builders, closing of land in the
District to builders, model home construction and home sales activity, building permits
and certificates of occupancy. Accordingly, this Service Plan includes "Development
Thresholds" for issuance of non-rated debt based on building permits and certificates of
occupancy in the District." Revised letter should be re-dated on or about date of hearing
on Service Plan.
20. Exhibit H, Developer's letter supporting projections, submit new original letter that is
dated on or about date of hearing on Service Plan.
21. Exhibit I, Legal Counsel Letter: In 6`s line of first paragraph, delete "and amendment
thereto". Revised letter should be re-dated on or about date of hearing on Service Plan.
22. Exhibit K, Part 1,Developer Indemnity Letter, correct spelling of Partnership in signature
block. Provide prior to District Court hearing date evidence acceptable to Town of the
signatory's power to sign for the partnership. Revised letter should be re-dated on or
about date of hearing on Service Plan.
23. Exhibit L, form of Disclosure Statement: Delete "Town of Firestone" from heading and
from first line under "District Organization." In 5th line under "District Purpose," insert
"other" between "or" and "governmental". Under "Tax Levy Information," change 5th
sentence to read as follows:
"Except for certain adjustments permitted by the Service Plan to compensate for legally
required changes to residential valuation ratios, the District shall not impose a debt
service mill levy in excess of fifty (50.000) mills and shall not impose a mill levy for
administration, warranty maintenance and other operating expenses in excess of six
(6.000)mills."
24. Exhibit M, change second line on cover page to read "Form of Town Disclaimer
Statement".
25. Exhibit N, form of Intergovernmental Agreement: Change Section 6 to read as follows
(changes shown in bold underline and strikeout):
"6. ALLOCATION OF FINANCING PROCEEDS. The Parties agree, and the
Town's approval of the Service Plan is expressly conditioned upon the requirement, that
a total of One Hundred Eighty Seven Thousand Four Ilundred Fifty Eight Dollars
($187,458.00) Eight Hundred Sixteen Thousand Five Hundred Seventy-Seven
Dollars ($816,577.00) will be allocated from the District's net bond financing proceeds
to the Town's capital improvements fund, which proceeds shall be paid to the Town at
the time proceeds are realized from the issuance of bonds as provided for in the Service
Plan. Such allocations shall be made in the amounts and at the times set forth in Article
V.c. of the Service Plan, which Article is incorporated herein by reference as though set
forth in full. Such allocations may be used by the Town to finance any street or park
oc—reereation capital improvements (either within or outside the boundaries of the
District) that the Town and the District would otherwise be authorized to finance, or,
upon agreement of the Town and District, for any other capital improvement.
(either within or outside the boundaries of the District)the District would otherwise
be empowered to construct, and for which the District is authorized to incur
indebtedness, i.e., streets, traffic safety controls, street lighting, water, storm drainage,
park and recreation or landscaping improvements and facilities, which improvements
shall be of benefit to the Town and the District and shall be specifically identified in
an amendment to this Agreement which amendment shall be fully executed prior to
the issuance of any District bonds."
The District acknowledges and agrees that the provisions of this Agreement and the
provisions of the Service Plan for concurrent allocation of bond proceeds to the Town's
capital improvements fund for capital improvements are material considerations in, and
conditions of, the Town's approval of the District's Service Plan, and that the Town has
relied thereon in approving the District's Service Plan. Therefore, the District agrees
that it shall include in and make available from the District's bond financing proceeds
such One Hundred Eighty Seven Thousand Four Hundred Fifty Eight Dollars
($187,458.00) Eight Hundred Sixteen Thousand Five Hundred Seventy-Seven
Dollars ($816,577.00)to be paid to the Town's capital improvements fund. The District
further agrees that it shall not issue bonds without concurrently allocating and delivering
to the Town the funds required by Article V.c. of the Service Plan. The District further
agrees that such delivery of bond proceeds to the Town shall be a condition of closing
for each series of bonds. The District specifically agrees that the provisions of this
Agreement and of the Service Plan for such concurrent allocation of bond proceeds to
the Town shall run in favor of and shall be enforceable by the Town. The District
represents and warrants that it has obtained all voter authorizations necessary to
implement such provisions of this Agreement and the Service Plan, and that it will
exercise its powers in accordance with and in furtherance of such provisions."
26. Exhibit N, form of Intergovernmental Agreement, 2n° line of Section 9 "Notice of
Meetings," after"regular" delete comma and insert "or".
27. Exhibit N, form of Intergovernmental Agreement, revise Section 14 to read as follows:
"14. VENUE. Venue for the trial of any action arising out of any dispute hereunder
shall be in the appropriate district court of the State of Colorado pursuant-to-the
appropriate rules of civil procedure Weld Counts,District Court."
28. Exhibit N, form of Intergovernmental Agreement, 3r° line of Section 15, insert comma
after "deemed to".
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