The URL can be used to link to this page

Browse Search

Home My WebLink About961928.tiff RESOLUTION RE: APPROVE IMPROVEMENTS AGREEMENT ACCORDING TO POLICY REGARDING COLLATERAL FOR IMPROVEMENTS (PRIVATE ROAD MAINTENANCE), ROAD MAINTENANCE AND IMPROVEMENT AGREEMENT, ACCEPT COLLATERAL, AND AUTHORIZE CHAIR TO SIGN - MEADOW VALE FARM, INC., S #403 WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, by Resolution dated September 25, 1996, a Site Specific Development Plan and Planned Unit Development (P.U.D.) Final Plan for the First Filing (11 Lots), Meadow Vale Subdivision, S #403, for Meadow Vale Farm, Inc., on the following described real estate, to-wit: Part of SW114 of Section 4, Township 2 North, Range 68 West of the 6th P.M., Weld County, Colorado WHEREAS, pursuant to certain Conditions of Approval in said Resolution, the Board has been presented with an Improvements Agreement According to Policy Regarding Collateral for Improvements (Private Road Maintenance) and a Road Maintenance and Improvement Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Meadow Vale Farm, Inc., with terms and conditions being as stated in said agreements, and WHEREAS, the Board has also been presented with collateral in the form of two Deeds of Trust from Meadow Vale Farm, Inc., to Weld County for property described as Lot 1, Block 1, and Lot 4, Block 3 of the First Filing, Meadow Vale Farm P.U.D., and WHEREAS, after review, the Board deems it advisable to conditionally approve said agreements and to accept said collateral, copies of which are attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Improvements Agreement According to Policy Regarding Collateral for Improvements (Private Road Maintenance) and the Road Maintenance and Improvement Agreement between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Meadow Vale Farm, Inc., be, and hereby are, approved, subject to the following conditions: 1. The applicant has represented that title insurance will be issued on the County-secured lots as soon as the plat is recorded. 2. The deeds of trust must reference the improvements agreements under the term "indebtedness". 3. The applicant is advised that warranty collateral of ten (10) percent will be required for a year after completion of the agreements and that, prior to the release of the deeds of trust, a substitute form of collateral must be produced or the deeds of trust will be held for one year from completion. 961928 ee-: PG; go.rI; /Yle�cclew Val e �froe9emuQ.l ler PL1010 TWO IMPROVEMENTS AGREEMENTS AND COLLATERAL- MEADOW VALE FARM, INC. PAGE 2 BE IT FURTHER RESOLVED by the Board that the collateral, in the form of two Deeds of Trust from Meadow Vale Farm, Inc., to Weld County, for Lot 1, Block 1, and Lot 4, Block 3 of the First Filing, Meadow Vale Farm P.U.D. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 23rd day of October, A.D., 1996. BOARD OF COUNTY COMMISSIONERS !`� r�� D WEED COUNTY, COLORADO ,`'+, / � utt 4 l t.t /\ r. Z k/,u <,; rQe Barbara J. Kirkmeyerair f y Clerk to the Board CO .; � O b eorge Baxter, Pro- e \Logy? it � • _ .__ eputy Cler1to the Board Dale K. Hall AP D AS TO FOR • Fxct ISFn Constance L. Harbert ount orney W. . Webst 961928 PL1010 /01 IMPROVEMENTS AGREEMENT ACCORDING POLICY REGARDING COLLATERAL FOR IMPROVEMENTS (PRIVATE ROAD MAINTENANCE) THIS AGREEMENT, made and entered into this q day of Oct. , by and between the County of Weld, State of Colorado, acting through its Board of County Commissioners, hereinaftercalled "County", and Meadow Vale Farm, Inc. hereinafter called "Applicant". WITNESSETH: WHEREAS, Applicant is the owner of or has a controlling interest in the following described property in the County of Weld, Colorado: Lots 1-3 Block 1 and Lots 1-4 Block 2 and Lots 1-4 Block 3 of the First Filing Meadow Vale Farm P.U.D. located in the Southwest quarter (SW1) of Section Four (4) , Township 2 North (T. 2 .N. , Range 68 West (R68 . W. ) of the 6th Principal Meridan, County of Weld, State of Colorado WHEREAS, a final subdivision/PUD plat of said property, to be known as MEADOW VALE FARM has been submitted to the uounty tor approval; and WHEREAS, of the Weld County Subdivision Regulations provides that no final plat shall be approved by the County until the Applicant has submitted a Subdivision Improvement Agreement guaranteeing the construction of the public improvements shown on plans, plats and supporting documents of the subdivision, which improvements, along with a time schedule for completion, are listed in Exhibits "A" and "B" of this Agreement. NOW, THEREFORE, IN CONSIDERATION OF the foregoing and of the acceptance and approval of said final plat, the parties hereto promise, covenant and agree as follows: 1.0 Engineering Services: Applicant shall furnish, at its own expense, all engineering services in connection with the design and construction of the subdivision improvements listed on Exhibit "A" which is attached hereto and made a part of this reference. 1.1 The required engineering services shall be performed by a Professional Engineer and Land Surveyor registered in the State of Colorado, and shall conform to the standards and criteria established by the County for public improvements. 1.2 The required engineering services shall consist of, but not be limited to, surveys, designs, plans and profiles, estimates, construction supervision, and the submission of necessary documents to the County. 2517107 B-1573 P-464 10/23/96 04:26P PG 1 OF 12 REC DOC Weld County CO JA Suki Tsukamoto Clerk & Recorder 61.00 `1 Il,il _ Ji Hill , 1.3 Applicant shall furnish drawings and cost estimates for roads within the subdivision to the County for approval prior to the letting of any construction contract. Applicant shall furnish one set of reproducible "as-built" drawings and a final statement of construction cost to the County. 2.0 Rights-of-Way and Easements: Before commencing the construction of any improvements herein agreed upon, Applicant shall acquire, at its own expense, good and sufficient rights-of-way and easements on all lands and facilities traversed by the proposed improvements. 3.0 Construction; Applicant shall furnish and install, at its own expense, the subdivision improvements listed on Exhibit "A: which is attached hereto and made a part hereof by this reference, according to the construction schedule set out in Exhibit "B" also attached hereto and made a part hereof by this reference. 3.1 Said construction shall be in strict conformance to the plans and drawings approved by the County and the specifications adopted by the County for such public improvements. Whenever a subdivision is proposed within three miles of an incorporated community located in Weld County or located in any adjacent county, the Applicant shall be required to install improvements in accordance with the requirements and standards that would exist if the plat were developed within the corporate limits of that community. If the incorporated community has not adopted such requirements and standards at the time the subdivision is proposed, the requirements and standards of the County shall be adhered to. If both the incorporated community an the County have requirements and standards, those requirements and standards that are more restrictive shall apply. 3.2 Applicant shall employ, at its own expense, a qualified testing company previously approved by the County to perform all testing of materials or construction that is required by the County; and shall furnish copies of test results to the County. 3.3 At all times during said construction, the County shall have the right to test and inspect or to require testing and inspection of material and work at Applicant's expense. Any material or work not conforming to the approved plans and specifications shall be removed and replaced to the satisfaction of the County at Applicant's expense. 3.4 The Applicant shall furnish proof that proper arrangements have been made for the installation of sanitary sewer or septic systems, water, gas, electric and telephone services. 2517107 B-1573 P-464 10/23/96 04:26P PG 2 OF 12 I nit V��II, ,_-___ -. ___ f ,V I.Ell 11lllll I __ 3.5 Said subdivision improvements shall be completed, according to the terms of this Agreement, within the construction schedule appearing in Exhibit "B". The Board of County Commissioners, at its option, may grant an extension of the time of completion shown on Exhibit "B" upon application by the Applicant subject to the terms of Section 6 herein. 4.0 Release of Liability: Applicant shall indemnify and hold harmless the County from any and all liability loss and damage county may suffer as a result of all suits, actions or claims of every nature and description caused by, arising from, or on account of said design and construction of improvements, and pay any and all judgments rendered against the County on account of any such suit, action or claim, together with all reasonable expenses and attorney fees incurred by County in defending such suit, action or claim whether the liability, loss or damage is caused by, or arises out of the negligence of county or its officers, agents, employees, or otherwise except for the liability, loss, or damage arising from the intentional torts or the gross negligence of the county or its employees while acting within the scope of their employment. All contractors and other employees engaged in construction of the improvements shall maintain adequate workman' s compensation insurance and public liability insurance coverage, and shall operate in strict accordance with the laws and regulations of the State of Colorado governing occupational safety and health. (THERE IS NO SECTION 5) 6.0 Approval of Streets by the County: Upon compliance with the following procedures by the Applicant, streets within a subdivision may be approved by the County as public roads and will be maintained and repaired by a homeowners association or, in its absence, the owners of lots within the subdivision. 6,1 If desired by the County, portions of street improvements may be placed in service when completed according to the cchedule shown cn Exhibit "B", but such use and operation shall not constitute an approval of said portions. 6.2 County may, at its option, issue building permits for construction on lots for which street improvements detailed herein have been started but not completed as shown on Exhibit "B", and may continue to issue building permits so long as the progress of work on the subdivision improvements in that phase of the development is satisfactory to the County; and all terms of this Agreement have been faithfully kept by Applicant. 6.3 Upon completion of the construction of streets within a subdivision and the filing of a Statement of Substantial Compliance, the applicant(s) may request in writing that the County Engineer inspect its streets and recommend that the Board of County Commissioners partially approve them. Not sooner than nine months after partial approval, the County Engineer shall, upon request by the applicant, inspect the subject streets, and 2517107 B-1573 P-464 10/23/96 04:26P PG 3 OF 12 1111 111.. V��iu1I[ I f III III I�fT If- notify the applicant(s) of any deficiencies. The County Engineer shall reinspect the streets after notification from the applicant(s) that any deficiencies have been corrected. If the County Engineer finds that the streets are constructed according to County standards, he shall recommend full approval. Upon a receipt of a positive unqualified recommendation from the County Engineer for approval of streets within the development, the Board of County Commissioners shall fully approve said streets as public but with private pay. 7.0 General Requirements for Collateral: 7.1 The value of all collateral submitted to Weld County must be equivalent to 100% of the value of the improvements as shown in this Agreement. Prior to Final Plat approval, the applicant shall indicated which of the five types of collateral he prefers to be utilized to secure the improvements subject to final approval by the Board of County Commissioners and the execution of this Agreement. Acceptable collateral shall be submitted and the plat recorded within six (6) months of the Final Plat approval. If acceptable collateral has not been submitted within six (6) months then the Final Plat approval and all preliminary approvals shall automatically expire. An applicant may request that the County extend the Final Plat approval provided the cost estimates are updated and the development plans are revised to comply with all current County standards, policies and regulations. The improvements shall be completed within one (1) year after the Final Plat approval (not one year after acceptable collateral is submitted) unless the applicant(s) requests that this Agreement be renewed at least thirty (30) days prior -to its expiration and further provides that cost estimates for the remaining improvements are updated and collateral is provided in the amount of 100% of the value of the improvements remaining to be completed. If improvements are not completed and the agreement not renewed within these time frames, the County, at its discretion, may make demand on all or a portion of the collateral and take steps to see that the improvements are made. 7.2 The applicant may choose to provide for a phased development by means of designating filings of a Planned Unit Development Plan or Final Plat Subdivision. The applicant would need only to provide collateral for the improvements in each filing as approved. The County will place restrictions on those portions of the property that are not covered by collateral which will prohibit the conveyance of the property or the issuance of building permits until collateral is provided or until improvements are in place and approved pursuant to the requirements for a Request for_ Release of Collateral. 7.3 The applicant intends to develop in accordance with Exhibits "A" and "B" 2517107 B-1573 P-464 10/23/96 04:26P PG 4 OF 12 r III HIM 8.0 Improvements Guarantee: The five types of collateral listed below are acceptable to Weld County subject to final approval by the Board of County Commissioners. 8.1 An irrevocable Letter of Credit from a Federal or State licensed financial institution on a form approved by Weld County. The letter of credit shall state at least the following: The Letter of Credit shall be in an amount equivalent of 100% of the total value of the improvements as set forth in Section 6.0 and exhibits "A" and "B". The Letter of Credit shall provide for payment upon demand to Weld County if the developer has not performed the obligations specified in the Improvements Agreement and the issuer has been notified of such default. The applicant may draw from the Letter of Credit in accordance with the provisions of this policy. The issuer of the Letter of Credit shall guarantee that at all times the unreleased portion of the Letter of Credit shall be equal to a minimum of 100% of the estimated costs of completing the uncompleted .portions of the required improvements , based on inspections of the development by the issuer. In no case shall disbursement for a general improvement item exceed the cost estimate in the Improvements Agreement (i.e. , streets, sewers, water mains and landscaping, etc. ) . The issuer of the Letter of Credit will sign the Improvements Agreement acknowledging the agreement and its cost estimates. The Letter of Credit shall specify that 15% of the total Letter of Credit amount cannot be drawn upon and will remain available to Weld County until released by Weld County. The Letter of Credit shall specify that the date of proposed expiration of the Letter of Credit shall be either the date of release by Weld county of the final 15%, or one year from the date of Final Plat approval, whichever occurs first. Said letter shall stipulate that, in any event, the Letter of Credit shall remain in full force and effect until after the Board has received sixty (60) days written notice from the issuer of the Letter of Credit of the pending expiration. Said notice shall be sent by certified .mail to the Clerk to the Board of County Commissioners. 8.2 Trust Deed upon all or some of the proposed development or other property acceptable to the Board of County Commissioners provided that the following are submitted: 2517107 B-1573 P-464 10/23/96 04:26P PG 5 OF 12 • Hell ana I I 1I. I In the event property within the proposed development is used as collateral, an appraisal is required of the property in the proposed development by a disinterested M.A.I. member of the American Institute of Real Estate Appraisers indicating that the value of the property encumbered in its current degree of development is sufficient to cover 100% of the cost of the improvements as set forth in the Improvements Agreement plus all costs of sale of the property. In the event property other than the property to be developed has been accepted as collateral by Weld County, then an appraisal is required of the property by a M.A.I. member of the Institute of Real Estate Appraisers indicating that the value of the property encumbered in its current state of development is sufficient to cover 100% of the cost of the improvements as set forth in the Improvements Agreement plus all costs of sale of the property. A title insurance policy insuring that the Trust Deed creates a valid encumbrance which is senior to all other liens and encumbrances. - A building permit hold shall be placed on the encumbered property. 8.3 Escrow Agreement that provides at least the following: The cash in escrow is at least equal to 100% of the amount specified in the Improvements Agreement. The escrow agent guarantees that the escrowed funds will be used for improvements as specified in the agreement and for no other purpose and will not release any portion of such funds without prior approval of the Board. The escrow agent will be a Federal or State licensed bank or financial institution. If the County of Weld County determines there is a default of the Improvements Agreement, the escrow agent, upon request by the County, shall release any remaining escrowed funds to the County. 8.4 A surety bond given by a corporate surety authorized to do business in the State of Colorado in an amount equivalent to 100% of the value of the improvements as specified in the Improvements Agreement. 8.5 A cash deposit made with the County equivalent to 100% of the value of the improvements. 2517107 B-1573 P-464 10/23/96 04:26P PG 6 OF 12 9.0 Request for Release of.Collateral: Prior to release of collateral for the entire project or for a portion of the project by Weld County, the Applicant must present a Statement of Substantial Compliance from an Engineer registered in Colorado that the project or a portion of the project has been completed in substantial compliance with approved plans and specifications documenting the following: 9.1 The Engineer or his representative has made regular on-site inspections during the course of construction and the construction plans utilized are the same as those approved by Weld County. 9.2 Test results must be submitted for all phases of this project as per Colorado Department of Highway Schedule for minimum materials sampling, testing and inspections found in CDOH Materials Manual. 9.3 "As built" plans shall be submitted at the time the letter • requesting release of collateral is submitted. The Engineer shall certify that the project "as built" is in substantial compliance with the plans and specifications as approved or that any material deviations have received prior approval from the County Engineer. 9.4 The Statements of Substantial Compliance must be accompanied, if appropriate, by a letter of acceptance of maintenance and responsibility by the appropriate utility company, special district or town for any utilities. 9.5 A letter must be submitted from the appropriate Fire Authority indicating the fire hydrants are in place in accordance with the approved plans. The letter shall indicate if the fire hydrants are operational and state the results of fire flow tests. 9.6 The requirements in 9.0 through 9.5 shall be noted on the final construction plans. 9. 7 Following the submittal of the Statement of Substantial Compliance and recommendation of approval of the streets by the County, the applicant(s) may request release of the collateral for the project or portion of the project by the Board. This action will be taken at a regularly scheduled public meeting of the Board. 9.8 The request for release of collateral shall be accompanied by "Warranty Collateral" in the amount of 10X of the value of the improvements as shown in this Agreement excluding improvements fully accepted for maintenance by the responsible governmental entity, special district or utility company. 9.9 The warranty collateral shall be released to the applicant upon final approval by the Board of County Commissioners. 2517107 B-1573 P-464 10/23/96 04:26P PG 7 OF 12 II[ I'll _ _ .. T1f"fl0.U1 10.0 Public Sites and Open Spaces: When the Board of County Commissioners, . pursuant to -a rezoning, subdivision or planned unit development, requires the dedication, development and/or reservation of areas or sites other than subdivision streets and utility easements of a character, extent and location suitable for public use for parks, greenbelts or schools, said actions shall be secured in accordance with one of the following alternatives, or as specified in the PUD plan, if any: 10.1 The required acreage as may be determined according to the Weld County Subdivision Regulations shall be dedicated to the County or the appropriate school district, for one of the above purposes. Any area so dedicated shall be maintained by the County or school district. 10.2 The required acreage as determined according to the Weld County Subdivision Regulations, may be reserved through deed restrictions as open area, the maintenance of which shall be a specific obligation in the deed of each lot within the subdivision. 10.3 In lieu of land, the County may require a payment to the County in an amount equal to the market value at the time of final plat submission of the required acreage as determined according to the Subdivision Ordinance. Such value shall be determined by a competent land appraiser chosen jointly by the Board and the Applicant. The cash collected shall be deposited in an escrow account to be expended for parks at a later date. 11.0 Successors and Assigns: This Agreement shall be binding upon the heirs, executors, personal representatives, successors and assigns of the Applicant, and upon recording by the County, shall be deemed a covenant running with the land herein described, and shall be binding upon the successors in ownership of said land. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the day and year first above written. 2517107 B-1573 P-464 10/23/96 04:26P PG 8 OF 12 - Ili1fl_fl!III - II IMPROVEMENT AGREEMENT PRIVATELY MAINTAINED ROADS BOARD OF COUNTY COMMISSIONERS WE1p COUNTY, COLORADO • Last GL2�hj y • zee : ncy Clerk to the Board Cr)• ��r,ptp3"1/g..0'.`7/ lS� riV puty Clerk to the Boar fgaoh, `J APPROVED AS TO FORM: County Attorn y R. AI,t1 1., APPLICANTI4Eapoa+ V4t.E F'ARrot =NC ```,�''LY,KS1 ?/C 4i 1� 1(Nr' - BY: ` DE pE.ur 2Fr . s , . (title) ' $OTiApC1ribiii'and,`�kworn to before me this OS-day of ( '1jtAi , 19 W., RU© myCCo0m Ss ion expires: i� � j� rk iQ�t) O . G 9TP`' Di91Ss[QN EXEIRES MARCH 4, 1997 Notary Public ilie rt II I•C 4p'rtyate.db • 2517107 B-1573 P-464 10/23/96 04:26P PG 9 OF 12 mru '� �i�mi I 7_ II1IIl>l�llll 1 EXHIBIT " A" NAME OF SUBDIVISION: MEADOW VALE FARM FILING 1 LOCATION: PART OF SW 1/4 SEC. 4 & SE 1/4 SEC. 5, T2N, R68 W Intended to be legally bound, the undersigned Applicant hereby agrees to provide throughtout this subdivision and as shown of the subdivision final plat County dated 19 , recorded on ,19 , in Book , Page No , Reception No. , the following improvements ITEM NO. OF UNITS U.G. TOTAL COST WATER 2" Water line 1435' 8.00 11,480 21/2 Water line 463' 9.00 4,167 8" Water fine 1896' 14.00 26,544 2" Fittings 4 Ea. 50.00 200 8" Fittings 3 Ea. 180.00 540 2" Valves 4 Ea. 200.00 800 8" Valves 4 Ea. 480.00 1,920 Fire Hydrants 3 Ea. 2,000.00 6,000 3/4" Water Services 11 Ea. 450.00 4,950 2" Temp. Blow -off 2 Ea. 150.00 300 COMPLETED AS OF SEPT. 1996 Subtotal -- SEWER 8" Sewer w/underdrain 1,875' 16.00 30,000 Sewer Manholes 9 Ea. 1,000.00 9,000 Manhole on Existing 2 Ea. 1,500.00 3,000 Sewer Services 11 Ea. 500.00 5,500 Sewer Plugs 2 Ea. 150.00 300 COMPLETED AS OF SEPT. 1996 Subtotal STREETS & SIDEWALKS Rough Grading 13,500 c.y. 1.50 completed Subgrade Prep. 5,600 s.y. 1.00 completed Asphalt 5,440 s.y. 8.00 43,520 Sidewalk 1 ,080' 8.00 8.640 Subtotal 52160 2517107 B-1573 P-464 10/23/96 04:26P PG 10 OF 12 MIME nil I 1111111111 0 1 I STORM SEWER 12" CMP 41' 10.00 completed 12" RCP 163' 12.00 completed 36" RCP 87' 36.00 completed 36" FLARED END SEC. 2 Ea. 300.00 RipRap 12" dia. 154 s.y. 15.00 2.310 Subtotal 2,310 MISCELLANEOUS Landscaping and Plantings L.S. 20,000 Sprinkling System L.S. 15,000 Gas, Phone& Electric Contracted for Entrance Sign L.S. 10.000 Subtotal 45,000 Subtotal of Construction $97160.00 Engineering and Supervision Costs Completed Total Estimate cost of improvements and supervision $97,160.00 The above improvements shall be constructed in accordance with all County requirements and specifications, and conformance with this provision shall be determined solely by Weld County, or its duly authorized agent. Prior to the issuance of building permits on any phase, a Letter of Credit equal to that portion of the improvements not completed as shown hereon shall be provided to Weld County. Said improvements shall be completed according to the construction schedule set out in Exhibit "B". 77 /7141 Meadow le Farm Inc. President M dow Vale Farm Inc. Secretary 2517107 8-1573 P-464 10/23/96 04:26P PG 11 OF 12 HIM 1 LT F. II_I I I Ill 1I 1 EXHIBIT "B" Nane of Subdivision: Meadow Vale Farm Filing: 1st Filing Location: Colorado Highway 119 and Weld County Road 5.5 Intending to be legally bound, the undersigned Applicant hereby agrees to construct the improvements shown on the final subdivision plat of Meadow Vale Farm Subdivision, dated 19_, Recorded on ,19_ in Book , Page No. , Reception No. , the following schedule. All improvements shall be completed within one year of final plat. Construction of the improvements listed in Exhibit "A" shall be completed as follows: Improvements Time of Completion Water and Sewer Mains July and August 1996 Storm Sewer August 1996 Streets October 1996 Sidewalks May 1997 Entrance Sign April 1997 Landscaping and Sprinkler System April 1997 74190244,11-7 l?titteut,jittilt.Sceit2 Meadow ale Farm Inc. President Meadow Vale Farm Inc. Secretary 2517107 B-1573 P-464 10/23/96 04:26P PG 12 OF 12 illlllllll� IMill 1- 1111111111111 _1. • IOU COUNTY OF WELD, STATE OF COLORADO ROAD MAINTENANCE AND IMPROVEMENT AGREEMENT THIS AGREEMENT, made and entered into this day of Ocr , 1996, by and between the COUNTY OF WELD, STATE OF COLORADO, hereinafter called "County" and MEADOW VALE FARM, INC., a Colorado Corporation, hereinafter called "Owner" and/or "Developer". WITNESSETH: WHEREAS,Developer has applied to the County for approval of a final plan for a Planned Unit Development, also known as the Meadow Vale Farm, Case Number S-403, for a residential subdivision on land in the Southwest Quarter of Section 4 and part of the Southeast Quarter of Section 5, Township 2 North,Range 68 West of the 6th Principal Meridian, Weld County, Colorado, and WI-IEREAS, the Planned Unit Development will generate traffic on internal streets to the Planned Unit Development, and on Weld County Road 5.5 adjacent to the development, and WHEREAS, existing Weld County Road 5.5 will provide access to the Planned Unit Development and will require improvements to adequately serve traffic, and WHEREAS, the Developer and the County have agreed to phase the improvements to Weld County Road 5.5 as well as phase the construction of the internal roads within the Planned Unit Development. NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the County and the Developer mutually agree as follows: 1. The primary access to the Planned Unit Development shall be via Weld County Road 5.5. For the First Filing of the development of the PUD, the main entrance to the PUD will be on a road to be known as"Meadow Vale Road" and shall be approximately 1,050 feet north of Colorado State Highway 119 on Weld County Road 5.5 as it exists in its present location. The Developer shall not be required during the first filing of construction of lots within the PUD to make any road improvements to Weld County Road 5.5. During the Second Filing of construction of residential lots within the PUD, the Developer shall be required prior to the completion of infrastructure for the lots within the Second Filing to realign Weld County Road 5.5 in accordance with a plan and design that have been submitted to the County prior to the execution of this Agreement. Weld County Road 5.5 after the realignment will still serve as the primary access to the PUD and will be approximately 750 feet north of Colorado 9/24/96 2517106 B-1573 P-463 10/23/96 04:23P PG 1 OF 4 EEC DOC Weld County CO JA Suki Tsukamoto Clerk & Recorder 21.00 �llfl1UIII IIIIIIIII EMU State Highway 119. The design of the realigned Weld County Road 5.5 shall include a road width of 36 feet of asphalt mat and 6-foot gravel shoulders on each side of the mat. Prior to reconstruction of Weld County Road 5.5,the Developer shall submit to the County a statement of the approximate costs for review and approval by the County. 2. All construction and materials for the reconstruction of Weld County Road 5.5 shall be in accordance with County standards. The County shall review and approve any construction plans for the relocation of Weld County Road 5.5 prior to construction and shall have the right to inspect the reconstruction as it occurs. 3. The Developer shall, prior to the completion of lot improvements for the Third Filing of the Meadow Vale Farm PUD, improve Weld County Road 5.5 from a point which represents the improvements required for the Second Phase of the PUD to a point which is equal to the north property line of the Meadow Vale Farm PUD. The contemplated improvement of Weld County Road 5.5 agreed to by the Developer and the County shall be the paving of a 24-foot asphalt mat together with six-foot gravel shoulders and the realignment of the curve located approximately 1000 feet south of the north property line of Meadow Vale Farm PUD. The Developer agrees to provide a statement of costs prior to construction. The County shall review and approve constructions plans for the balance of Weld County Road 5.5 prior to construction and shall have the right to inspect construction as it occurs. 4. If at any time within ten years after the completion of the realignment of Weld County Road 5.5 in the Second Filing of the Meadow Vale Farm, or within ten years after the surfacing of the balance of Weld County Road 5.5 to the north boundary line of the Meadow Vale Farm at the time of the Third Filing of the PUD, Weld County issues zoning or other approval for any other residential, commercial, or industrial development, or any expansion of any agri-business, that will be using as an access or which is located adjacent to any portion of Weld County Road 5.5 which has been paved at the expense of the Developer as identified in this Agreement, the County, to the extent permitted by law, agrees to seek contributions to the cost of the improved road, on a prorata basis, as the projected use of the road compares to the Developer's PUD projected use of the road. 5. Developer agrees to complete the internal road within the Meadow Vale Farm PUD in accordance with Weld County Road standards. The County agrees to accept for maintenance purposes the interior roads within the Meadow Vale Farm PUD on a date which is one year after completion of the internal road improvements and inspection by the County for construction compliance in accordance with County standards. The Developer and County agree that the internal road within the Meadow Vale Farm PUD will be a 20-foot asphalt mat together with two four-foot shoulders which will initially be grass shoulders which are seeded and prepared by the Developer and then maintained by private homeowner's association being created by the Developer. The County and the Developer both agree that the four-foot grass shoulders are an experiment and that the County may at any time, until all lots within the Development have been sold, request that the grass shoulders be replaced with two inches of road base, with the width of the road base to be comparable to the four-foot grass shoulders originally installed by the Developer. The County shall not have the ability 2 9/24194 2517106 B-1573 P-463 10/23/96 04:23P PG 2 OF 4 1111 1119111 ro mull t I HMI I ] I to request the substitution of two-inch road base after the completion of the Development. 6. It is the intent of the parties that this Agreement remain in full force and effect until it terminates according to its own terms and that it be binding upon the Developer and its successors, and assigns, and on this Board and future Boards to the fullest extent permitted by law. Should this Agreement, or any portion thereof, be found to be void or voidable for the reason that it binds the Board of County Commissioners for more than a one year period of time, this contract shall be construed as a one year contract with automatic annual renewals. 7. It is the intent of the parties that a separate agreement regarding collateral for construction for each phase of the improvements will be proposed by the Developer prior to filing of the final plat. 8. The addresses of the parties are as follows: Weld County Board of County Commissioners 915 Tenth Street(P. O. Box 1948) Greeley, Colorado 80632 Meadow Vale Farm, Inc. 4250 West 16th Street, #46 Greeley, Colorado 80634 It shall be the obligation of the parties to notify each other of any change of address, registered agent, or change of ownership. IN WITNESS THEREOF,the parties hereto have duly executed this Agreement the day and year first above written. TEST. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO • Seat O qt,,.,. is r -` / .C� t� oard p r:1 1; By: -� hbuL4ri' ✓ - 'tom'f 't _q , ,s C` . Chairman 20413//0, ® l\ l�� s I_. �., By: nt t €., 2 Deput lerk 2517106 B-1573 P-463 10/23/96 04:23P PG 3 OF 4 3 9/24/96 MEADOW VALE FARM, INC. 4250 West 16th Street,*46 Greeley, Colorado 80634 By: Floyd er, Jr.,President ATTEST: 1 BY: Set-la .�7J. �_.&- tt) 2517106 B-1573 P-463 10/23/96 04:23P PG 4 OF 4 924/96 4 lllll➢11111, �II1�1111 [ 11i111G1] II Recorder)At o'clock Book Page Rec. ( 0 Recorder. l 'Deed jTrust-.-PJblic Trustee THIS DEED OF TRUST is a conveyance in trust of real property to the Public Trustee of the county in Colorado in which the Property described below is located. It has been signed and delivered by the"Debtor"to secure the"Indebtedness" owing to the "Beneficiary". THE SPECIFIC TERMS OF THIS INSTRUMENT ARE: Debtor(s): (Give the name(s) and address(es) of each Debtor) Meadow Vale Farm, Inc. , a Colorado corporation 4250 West 16th Street, #46, Greeley, CO 80634 Beneficlary(les): (Give the name(s) and address(es) of each Beneficiary) Weld County 915 10th Street, Greeley, CO 80631 Indebtedness: (Give the date,amount,and maturity of the note(s);or the description of other form of obligation; indi- cate if future advances are provided for) • Real Property Description: (Include county and street address) Lot 4, Block 3 of the First Filing Meadow Vale Farm P.U.D. located in the Southwest Quarter (SW+) of Section Four (4) , Township 2 North, Range 68 West of the 6th P.M. , County of Weld, State of Colorado 2517109 B-1573 P-466 10/23/96 04:29P PG 1 OF 2 RIM DOC Weld County CO JA Suki Tsukamoto Clerk & Recorder 11.00 Default Interest Rate: 0.0 rlor Encumbrances (if any): This deed of trust is given to secure the obligation of the Debtor pursuant to the Improvements Agreement according to Poli y 16 Regarding Collateral For Improvements (Private Road Maintenance) dated i� October 9, 1996 recorded at, 517/O7 of the records of the Weld Count Cler} THE GENERAL TERMS OF THIS INSTRUMENT ARE: and Rec rder. Conveyance and Warranties.For valuable consideration.the Debtor hereby conveys the Property to the Public Trustee of the county in Colorado in which the Property is located,in trust for the Beneficiary.The"Property includes the real estate described above(under Specific Terms)together with all of the improvements located on the Property,now or in the future,and all easements,rights,royalties,minerals,property interests under leases,water rights and rights to transport water(including any wells,pumps and motors)and all other appurtenances to the Property of whatever description,includ• i ng replacements and additions.The Debtor hereby warrants title to the Property.subject to the following matters: (i)the lien of the general property tax for the year of this Deed of Trust, (ii)any special assessments for Indebtedness not due end payable on the date of this Deed of Trust, (ill)easements. rights-of-way,reservations,covenants.restrictions,and mineral or other leases,to the extent that any of those items has been established by an instru- ment recorded prior to the date of this Deed of Trust in the real estate records of the county in which the Property is located,or to the extent that any of those items hes been established by use.and(iv) any prior encumbrances specifically referred to above(under Specific Terms).This conveyance is in trust for the benefit of the Beneficiary,and the Debtor acknowledges that the Public Trustee of the county In which the Property is located,as well as any duly appointed successor,shall have.with respect to the Property,all of the rights.powers and authority granted by applicable Colorado law and by the terms of this Deed of Trust, Including thel power of sale in the event of default. Assignment of Rents and Royalties.In conjunction with the conveyance of the Property to the Public Trustee the Debtor hereby assigns to the Beneficiary as additional security for the Indebtedness all rents,royalties and other payments attributable to the use or consumption of the Property. However,the Debtor shall,unless and until the Beneficiary exercises his acceleration rights following a default,have the right to collect and retain all such rents,royalties and other such payments as they become due and payable. Condemnation Awards.The Debtor hereby assigns to the Beneficiary all condemnation awards paid with respect to the Property,except for any portion of the award which exceeds the balance of the Indebtedness end except for any portion of the award which the Beneficiary elects not to accept. The words"condemnation award"include all payments made by any condemning authority for the taking of or for damage to the Property or any portion of the Property,and also include payments made In lieu of condemnation.The Debtor retains the right to that portion of the award which exceeds the amount of Indebtedness due at the time of the award. Waiver of Homestead.The Debtor hereby fully and absolutely waives and releases his right under any Colorado or federal law,including any en- acted in the future,to claim the Property as a homestead or to claim any other exemption with respect to the Property,This paragraph is made for the benefit only of the Beneficiary las defined below)and may not be relied upon by any other person. Debtor's Retained Rights.The Debtor retains the right to the possession,use and enjoyment of the Property,except as otherwise provided in this Deed of Trust.The Debtor also retains the right to require the Public Trustee to fully release me interest in the Property conveyed to the Public Trustee by this Deed of Trust at such time as the Indebtedness has been fully paid or otherwise satisfied:and the Debtor retains the right to require partial release by the Public Trustee.if provisions for partial releases have been added or referred to below.The Debtor shall be entitled to reimbursement from the benefi- ciary for all costs incurred by the Debtor in obtaining releases or partial releases,to the extent the costs are related to a failure or a refusal of the Benefi- ciary to deliver to the Public Trustee the note evidencing the Indebtedness and to deliver any other Instruments lawfully required by the Public Trustee. Additions to indebtedness. The Indebtedness with respect to which this Deed Of Trust isgiven includes not only the balance from time to time of the indebtedness described above(under Specific Terms),but also includes all amounts owing under extensions of the note(s)evidencing the Indebted- ness,plus future advances made by the Beneficiary to the Debtor and interest on future advances(If the description of the Indebtedness under Specific Terms mentions future advances),plus all expenditures rightfully made or incurred by the Beneficiary to protect the security of this Deed of Trust and to correct any violations by the Debtor of the covenants of this Deed of Trust,together with interest on the amounts of such expenditures calculated at the default interest rate set forth under Specific Terms. Covenants by Debtor. In addition to warranting title to the Property, the Debtor covenants and agrees: (a) to pay the Indebtedness according to the terms end requirements of the note(s)or other documents evidencing the Indebtedness; (b)to keep the Property in good condition and repair and to neither demolish nor move any improvements without the written consent of the Beneficiary; to neither commit nor permit any act by which the value of the Property would be impaired;to neither violate nor permit the violation of any law affect- ing the usrend"m*p nonce of the Property;and to neither commit nor suffer waste to the Property: IC) to pay,withiN triffrti;[q wed by law,all taxes,assessments and any other charges levied on the Property,if such taxes,assessments and other charge!could hav ver this Deed of Trust; (dl to keep all buildings ahyblp insurable structures on the Property continuously Insured,at the cost of the Debtor,against perils covered bya stand- ard flreinsurance policy'4'tl1 orsements for extended coverage.vandalism.malicious mischief,and optional perils:or,at the choke of the Debtor, t0 keep in tgrcebentpdarff,111li sk policy,in any cue,such coverage shall be provided by one or more companies authorized to issue insurance in Clolorado thrfRe7Mbunt pl th coverage shell be equal to the full insurable value of all the buildings and otherInsurablestructures,unless the Bone- ciery adflbli$fetiAA toe lo*&amount of coverage.The Beneficiary shall be named as an additional Insured of all such policies under astandard Mortgage clause.Each auth ptrcy also shall contain a provision requiring written notice to the Beneficiary at least 30 days prior to the effective date of'ali cancellation or non•?en wet of the policy.At the request of the Beneficiary,all insurance policies required by this paragraph,or copies of the Path.Shall be kept in hl)possession; • e 1 e81 UPDATE LEGAL FORMS This form contains a due-on-sale clause; NO.301 P.O.Box 191 s-Greeley.Colorado 80632 strike out if clause inappropriate, (303)356-1199 fel it the Property constitutes en interest in a condominium unit,to comply with all restrictions and requirements imposed by the condominium declara- tion and by the bylaws.rules and regulations oI the homeowner's association, If I to refrain from changing the zoning of the Properly,without the written consent of the Beneficiary: U 191 to pay when due the indebtedness secured by any prior encumbrance: (h)to reimburse the Beneficiary for any amounts which the Beneficiary advances in order to cure defaults by the Debtor with respect to the payment of taxes,assessments,insurance premiums,and amounts due on prior encumbrances,and to pay interest on the amount advanced at the default inter- est rale:the Debtor hereby authorizes the Beneficiary to cure any such delaulta by the Debtor: Iij I l a foreclosure proceeding is commenced,to pay all of the costs Of the proceeding including but not necessarily limited to public trustees fees,publi- cation costs,the cost of obtaining title evidence,and reasonable attorney's fees and to reimburse the Beneficiary for any of those items paid by the Beneficiary together with interest at the default interest rate; (j) to surrender possession of the Property peacefully at such time as the Debtor's right of possession of the Property terminates; (k) it the Property consists in part or entirely of the Debtor's interest as a lessee.to comply with and satisfy in a timely manner allot the obligations under the lease Del suit and Acceleration.The Debtor will be considered to have defaulted under this Deed of Trust it the Debtor(i)defaults on the note(s)or Other instrument evidencing the Indebtedness or (ii)tails to perform or observe any other covenantor term of this Deed of Trust,or(iii)is adjudicated a bank- rupt or makes a general assignment for the benefit of his creditors.In the event of any such default,the Beneficiary may declare the entire balance of the Indebtedness immediately due and payable(i.e.,may"accelerate"the Indebtedness)and may then take the following remedial actions the Beneficiary may take immediate possession and control of the Property and repair and maintain it at the expense of the Debtor:the Beneficiary may collect and re- ceive any and all rents,issues,and profits from the Properly,and the Beneficiary may apply for the appointment of a receiver and shall be entitled to such appointment as a matter of right,without regard to the solvency or insolvency of the Debtor and without regard to the value of the Property and its ade- quacy as security for the Indebtedness:the receiver may be appointed by a court of competent jurisdiction upon ex parte application and without notice, notice being expressly waived by the Debtor. In addition,the Beneficiary may institute foreclosure,as provided In the next paragraph. Foreclosure,lithe Debtor defaults under this Deed of Trust,and whether or not the Beneficiary elects to accelerate the Indebtedness(as allowed un- der the precedingparagraph)the Beneficiary may institute the sale of the Properly by making the demand and giving the notices required by Colorado law.The sale may be held pursuant either to a court foreclosure suitor to an administrative proceeding conducted by the Public Trustee.The sale shall be scheduled and conducted and notice of the sale and of the rights to cure defaults and to redeem shall be given,all as provided by Colorado law.Unless Colorado law provided otherwise,notice of sale shall be advertised weekly for not less than four weeks in some newspaper of general circulation in the county where the Property is located.The sale shall be public and shall be held at the front door of the court house in which the Property Is located,or at such other lawful place as provided by law.The Property shall be sold to the highest bidder.The Beneficiary may become a purchaser of the Property at the sale.The Property shall be sold in separate parcels or as one parcel,as the Public Trustee determines would be most advantageous.The Public Trus- tee shall issue all certificates and deeds as authorized and required by Colorado law The Public Trustee shall deal with the proceeds of the sale as pro- N cooed by Colorado law.and no purchaser shall be obligated to see to the application of those proceeds The sale shall forever bar the Debtor from claiming r-i any interest in the Property subject to all rights of redemption provided by Colorado law 0 Application of Funds.Amounts payable by'insurors under hazard insurance policies covering the Property,whether paid to the Debtor or the Bens- I iciary,shall be used to restore or repair the Property unless,in the reasonable judgement of the Beneficiary,it would be necessary to apply all or a portion of the proceeds to the Indebtedness in order to protect the security of the Beneficiary.In order to enable the Beneficiary to exercise his rights under this N Paragraph.the Debtor shall promptly inform the Beneficiary as tome fact of any loss or damage to the Property,the amount of available insurance pro- i coeds,the cost of restoration or repair,and as to all other information reasonably requested by the Beneficiary.Any insurance proceeds which are to be paid on the Indebtedness,following the Beneficiary's reasonable determination that such payment is necessary to protect his security,and any amounts received by the Beneficiary or by a receiver from condemning authorities or from persons paying rent or royalties after a default.Shall be applied in the W tofiow mg manner n the following order pi as a payment to the Beneficiary to reimburse him for costs,including reasonable attorney's lees,incurred to Ncollect such amounts: (ii)as a payment in satisfaction of any past-due payments on the Indebtedness: (iii)as a pre-payment on the Indebtedness;and I iv)as a refund to the Debtor.to the extent that the Indebtedness has been fully paid.Any amounts applied as a partial pre-payment of the Indebtedness shall not defer or alter the timing and amounts of installments of indebtedness thereafter falling due,except to the extent that the installments last falling O due are satisfied by virtue of any partial pre-payment. at Subsequent Parties.All references in this Deed of Trust to the"Beneficiary"include not only the Beneficiary named under Specific Terms above. -.... but also any person or entity who becomes the owner of the notefs)or other evidence of the Indebtedness alter the date of this Deed of Trust;the refer- era ence also includes the holder of a certificate of purchase issued in conjunction with a foreclosure sale under this Deed of Trust.If any person other than N the Debtor acquires any interest in the properly in the future,that person shall be subject to all of the covenants,obligations,and restrictions of this Deed O of Trust to the same extent as the Debtor,and accordingly,all references in this Deed of Trust to the"Debtor'include that person;this shall not,however, s-I release the original Debtor or any intervening Debtor from obligation on this Deed of Trust and on the note or other instrument evidenCing the Indebted- ness,to the extent that those obligations otherwise exist. t01/40 Due on Sale.II all or any part of the Property or any interest in the Property is sold or transferred in a transaction which is a"prohibited sale or trans- d fer",the Beneficiary may,at his option,treat this Deed of Trust as being in default and may accelerate the Indebtednessas provided above.If the Benefi- t slaty is prohibited by Colorado law from declaring the del aull and acceleration.the eenelieiery may nevertheless require the transferee to accept alawful D. Interest rate increase:the he refusal or failure of the transferee to accept in writing the lawful interest rate increase shall constitute in itself a default under this PI Deed of Trust A"prohibited sale or transfer"is any sale or transfer,including one in which theconveyanceof title is deferred,and including the granting l-- of an option to purchase exercisable at a future date,but not including (i)the creation of a lien or encumbrance subordinate to this Deed of Trust,(ii)the to transfer of titie by deviseordescent.or by operation of law upon the death of ajoint tenant. (iii)the grant of any leasehold interest of three years or less not c-I containing an option to purchase.or (iv)a sale or other transfer to which the Beneficiary consents in writing.Notwithstanding any other provision of this I W paragraph,the Beneficiary shall have no right to declare a deleull it the Beneficiary antl the transleros mutually agree In writing to the aseumption o the Indebtedness by the transferee. (This paragraph is optional and is to be crossed-out if not agreed to.) CT Miscellaneous Provisions. The following miscellaneous provisions shall apply: 0 s-"I la) any forebearanee by the Beneficiary in exercising any right or remedy shall not affect the rights of the Beneficiary with respect to subsequent defaults th-a ':or violations -'1 ay (b) all remedies provided by this Deeo of Trust areoiSfinct and cummulative to any other right or remedy either under this Deed of Trust or available by N any law or statute,and all such remedies may be exercised concurrently, independently.or successively: ICI if two or more persons have signed as"Debtor".they are jointly and severally obligated: Id) in the event that any provision or clause of this Deed of Trust is in conflict with applicable law.the conflict shall not affect Other provisions of this Deed of Trust which can be given effect without the conflicting provision: let the procedural provisions of this Deed of Trust shall be deemed to be automatically amended as necessary to conform to any Colorado statute or rule of court.now existing or adopted alter the date of this Deed of Trust,to the extent that such statute or rule of court provides procedures which are in I,t,.ti ici with those set forth in this Deed of Trust and to the extent that the statute or rule of court is applicable to the security transaction which is the la subject of this Deed of Trust: I) if the Debtor and the Beneficiary have agreed to additional terms and conditions respecting this security transaction,including as an example an m agreement to establish a fund to be used to pay taxes and insurance premiums or an agreement providing for partial releases of this Deed of Trust. then any such supplimental agreement.it in writing.signed and acknowledged,shall be given effect and if any of its provisions conflict with those set at forth in this Deed of Trust the provisions of the supplimental agreement shall control; if this Deed of Trust has been recorded,the supplimental 0 agreement, to be effective.also must be recorded, a (g) words in this Deed of Trust denoting the singular snall be read as denoting the plural.and masculine pronouns shall be read as feminine or neuter pro- 5 nouns. II the circumstances so require. tO TI paragraph headings are for the •-lader's convenience and shalt not be considered in determining the meaning of this instrument. A C Date of this Deed of Tidal October 9. 1996 3 Executed by the Debtor(s) as of the above date. o Signature Clause for Corporation,Partnership or Association: Signature Clause for Individual(s): MEADOW VALE FARM, INC. , a Colorado rnrpnrnt.inn a e of Cor or on,Partnership Association Debtor By e' FL YD IVER, JR. , esident Debtor B, KAT H. OLIVER, Secretary Debtor A,,'s, _t4.zriLt ye I? .�•(t..1L,i-PJZ.) e ' STATE OF COLORADO ) as. y PO ' COUNTY OF WELD ) ,t .^AVes•••••••,'to"' The foregoing instrument was acknowledged before me this 9th day of OCt Oct. ' ."I7.:.'s By • FLOYD OLIVER, JR. , and KATHARINE H. OLIVER. DIANE IC aC�' i •name individual Debtorisi or if Debtor is Corporation.Partnership or Association,then identify signers as presid 7 t or iAEC Mfetsasjcret; or assistant sect glary of CUipOralion o' as partneri SI of partnership. Or as authorized member(s) or association.) t,. aj WITNESS my nand and ofhc/ 7 MD Noli'ai seal A - - • My commission expires: /v— —a a Public ug%omre.Expires O1 7.9000 I at o'clock M., lO Book Page Recorder. ems- `Deed 8f eTrust—Public Trustee THIS DEED OF TRUST is a conveyance in trust of real property to the Public Trustee of the county in Colorado in which the Property described below is located. It has been signed and delivered by the"Debtor"to secure the"Indebtedness" owing to the "Beneficiary". THE SPECIFIC TERMS OF THIS INSTRUMENT ARE: Debtor(s): (Give the name(s) and address(es) of each Debtor) Meadow Vale Farm, Inc. , a Colorado corporation 4250 West 16th Street, #46, Greeley, CO 80634 Beneficiary(les): (Give the name(s) and address(es) of each Beneficiary) Weld County 915 10th Street, Greeley, CO 80631 Indebtedness: (Give the date,amount,and maturity of the note(s):or the description of other form of obligation; indi- cate if future advances are provided tor) 2517108 B-1573 P-465 10/23/96 O4:29P PG 1 OF 2 REC DOC Weld County CO JA Suki Tsukamoto Clerk & Recorder 11.00 Real Property Description: (Include county and street address) Lot 1 , Block 1 of the First Filing Meadow Vale Farm P.U.D. located in the Southwest Quarter (SW+) of Section Four (4) , Township 2 North, Range 68 West of the 6th P.M. , County of Weld, State ofcColorado Default Interest Rate: 0.0 Prior Encumbrances (If any)ffhis deed of trust is given to secure the obligations of the Debtor pursuant to the Improvements Agreement according to Poli y Regarding Collateral For Improvements (Private Road Maintenance) dated October 9 , 1996 recorded at D3/7/07of the records of the Weld County Cl rk THE GENERAL TERMS OF THIS INSTRUMENT ARE: and Rec rder. Conveyance and Warranties.For valuable consideration,the Debtor hereby conveys the Property to the Public Trustee of the county in Colorado in which the Property is located,in trust for the Beneficiary.The"Property"includes the real estate described above(under Specific Terms)together with all of the improvements located on the Property,now or in the future,and all easements,rights,royalties,minerals,property interests under I ,water rights and rights to transport water(including any wells,pumps and motors)and all other appurtenances to the Property of whatever description,includ- ing replacements and additions.The Debtor hereby warrants title to the Property,subject to the following matters: (i)the lien of the general property tax for the year of this Deed of Trust, (ii)any special assessments for indebtedness not due and payable on the date of this Deed of Trust, (iii)easements, rights-of-way.reservations,covenants,restrictions,and mineral or other leases,to the extent that any of those items has been established by an instru- ment recorded prior to the date of this Deed of Trust in the real estate records of the county in which the Property is located,or t0 the extent that any of those items has been established by use.and(iv) any prior encumbrances specifically referred to above(under Specific Terms).This conveyance is in trust for the benefit of the Beneficiary,and the Debtor acknowledges that the Public Trustee of the county in which the Property is located,as well as any duly appointed successor,shall have,with respect to the Property,all of the rights,powers and authority granted by applicable Colorado law and by the terms of this Deed of Trust, including that power of sale in the event of default. Assignment of Rents and Royalties.In conjunction with the conveyance of the Property to the Public Trustee the Debtor hereby assigns to the Beneficiary as additional security for the Indebtedness all rents,royalties and other payments attributable to the use or consumption of the Property. However,the Debtor shall,unless and until the Beneficiary exercises his acceleration rights following a default,have the right to collect and retain all such rents.royalties and other such payments as they become due and payable. Condemnation Awards.The Debtor hereby assigns to the'eneficiary all condemnation awards paid with respect to the Property,except for any portion of the award which exceeds the balance of the Indebtedness and except for any portion of the award which the Beneficiary elects not to accept. The words"condemnation award"include all payments made by any condemning authority for the taking of or for damage to the Property or any portion of the Property,and also include payments made in lieu of condemnation.The Debtor retains the right to that portion of the award which exceeds the amount of Indebtedness due at the time of the award. Waiver of Homestead.The Debtor hereby fully and absolutely waives and releases his right under any Colorado or federal law,including any en- acted in the future,to claim the Property as a homestead or to claim any other exemption with respect to the Property.This paragraph is made for the benefit only of the Beneficiary (as defined below)and may not be relied upon by any other person. Debtors Retained Rights.The Debtor retains the right to the possession,use and enjoyment of the Property,except as otherwise provided in this Deed of Trust.The Debtor also retains the right to require the Public Trustee to fully release the interest in the Property conveyed to the Public Trustee by this Deed of Trust at such time as the Indebtedness has been fully paid or otherwise satisfied;and the Debtor retains the right to require partial release by the Public Trustee,if provisions for partial releases have been added or referred to below.The Debtor shall be entitled to reimbursement from the Benefi- ciary for all costs incurred by the Debtor in obtaining releases or partial releases,to the extent the costs are related to a failure or a refusal of the Benefi- ciary to deliver to the Public Trustee the note evidencing the Indebtedness and to deliver any other Instruments lawfully required by the Public Trustee. Additions to indebtedness. The Indebtedness with respect to which this Deed of Trust is given Includes not only the balance from time to time of the Indebtedness described above(under Specific Terms),but also includes all amounts owing under extensions of the note(s)evidencing the Indebted- ness,plus future advances made by the Beneficiary to the Debtor and interest on future advances(If the description of the Indebtedness under Specific Terms mentions future advances).plus all expenditures rightfully made or incurred by the Beneficiary to protect the security of this Deed of Trust and to correct any violations by the Debtor Of the covenants of this Deed of Trust.together with interest on the amounts of such expenditures calculated at the default interest rate set forth under Specific Terms. Covenants by Debtor. In addition to warranting title to the Property, the Debtor covenants and agrees: (a) to pay the Indebtedness according to the terms and requirements of the note(s)or other documents evidencing the Indebtedness; (b)to keep the Property in good condition and repair and to neither demolish nor move any improvements without the written consent of the Beneficiary; to neither commit nor permit any act by which the value of the Property would be impaired;to neither violate nor permit the violation of any law affect- ing the use and maintenance of the Properly;and to neither commit nor suffer waste to the Property; (c) to pay.within the time allowed by law,all taxes.assessments and any other charges levied on the Property,if such taxes.assessments and other charges could have priority over this Deed of Trust; (d) to keep all buildings and other insurable structures on the Property continuously insured.at the cost of the Debtor,against perils covered bye stand- ard fire insurance policy with endorsement,for extended coverage.vandalism.malicious mischief,and optional perils;or,at the choice of the Debtor, to keep ih force a standard all-risk policy.In any case.such coverage shall be provided by one or more companies authorized to Issue insurance In Colorado and the amount of the coverage shell be equal to the full insurable value of all the buildings and other Insurable structures,unless the Bene- l'diary agrees In writing to lower amount of coverage.The Beneficiary shall be named sun additional insured of all such policies under a standard mortgage clause.Each such policy als0 shall contain a provision requiring written notice to the Beneficiary at least 30 days prior to the effective date of any cancellation or non-renewal of the policy.At the request of the Beneficiary,all Insurance policies required by this paragraph,or copies of the pollciev,atoll be kept in his possession; This form contains a due-on-sale clause; NO.301 c 1981 UPDATE LEGAL FORMS / /�1 \ P.O Box 1815 Greeiey,Colorado 80832 (-11;55:;f ) / — 1 strike out if clause inappropriate, G03)35s•1f 99 ��/ J fel it the Property constitutes an interest in a condominium unit.tocomplywithallrestrictionsandrequirementsimposedbythecondominiumdectare- eon and by the bylaws,rules and regulations of the homeowner's aasoolation, p) to refrain from changing the zoning of the Property,without the written consent of the Beneficiary: (9)to pay when due the Indebtedness secured by any prior encumbrance; (h) to reimburse the Beneficiary for any amounts which the Beneficiary advances in order to cure defaults by the Debtor with respect to the payment of taxes.assessments,insurance premiums,and amounts due on prior encumbrances,and to pay Interest on the amount advanced at the delaull inter- est rate;the Debtor hereby authorizes the Beneficiary to cure any such delaclta by the Debtor; Ii) if a foreclosure proceeding is commenced,to pay all of the costs of the proceeding including but not necessarily limited to public trustee's fees,publi- cation costs,the cost of obtaining title evidence.and reasonable attorneys fees and to reimburse the Beneficiary for any of those items paid by the Beneficiary together with interest at the default interest rate; - (j) to surrender possession of the Property peacefully at such time as the Debtor's right of possession of the Property terminates; (k) it the Property consists in part or entirely of the Debtor's interest as a lessee.to comply with and satisfy in a timely manner all of the obligations under the lease Default and Acceleration.The Debtor will be considered to have defaulted under this Deed of Trust if the Debtor(i)defaults on the notes)or other instrument evidencing the Indebtedness or In)fails to perform or observe any other covenant or term of this Deed of Trust.or(iii)is adjudicated a bank- rupl or makes a general assignment for the benefit of his creditors.In the event of any such default,the Beneficiary may declare the entire balance of the Indebtedness immediately due and payable(i.e.,may"accelerate"the Indebtedness)and may then take the following remedial actions'. the Beneficiary may take immediate possession and control of the Property and repair and maintain it at the expense of the Debtor;the Beneficiary may collect and re- ceive any and all rents.issues.and prof its Iron the Property;and the Beneficiary may apply for the appointment of a receiver and shall be entitled to such appointment as a matter of right.without regard to the solvency or insolvency of the Debtor and without regard to the value of the Property and Its ade- quacy as security for the Indebtedness the receiver may be appointed by a court of competent jurisdiction upon ex parte application and without notice, notice being expressly waived by the Debtor. In addition,the Beneficiary may institute foreclosure,as provided in the next paragraph. Foreclosure.If the Debtor defaults under this Deed of Trust,and whether or not the Beneficiary elects to accelerate the Indebtedness(as allowed un- der the preceding paragraph)the Beneficiary may institute the sale of the Property by making the demand and giving the notices required by Colorado law.The sale may be held pursuant either Ida court foreclosure suit or to an administrative proceeding conducted by the Public Trustee.The sale shall be scheduled and conducted and notice of the sale and of the rights to cure defaults and to redeem shall be given,all as provided by Colorado law.Unless Colorado law provided otherwise,notice of sale shall be advertised weekly for not less than four weeks in some newspaper of general circulation in the county where the Property is located.The sale shall be public and shall be held at the front door of the court house In which the Property Is located,or at such other lawful place as provided by law.The Property shall be sold to the highest bidder.The Beneficiary may become a purchaser of the Property at the sale.The Property shell be sold in separate parcels or as one parcel,as the Public Trustee determineswould be most advantageous.The Public Trus- tee shall issue all certificates and deeds as authorized and required by Colorado taw The Public Trustee shall deal with the proceeds of the sale as pro- vioed by Coiorado law.and no purchaser shall be obligated to see t0 the application of those proceeds.The sale shall forever bar the Debtor from claiming any interest in the Property subject to all rights of redemption provided by Colorado law. Application of Funds.Amounts payable by'insurors under hazard insurance policies covering the Property,whether paid to the Debtor or the Bene- ficiary,shall be used to restore or repair the Property unless,in the reasonable judgement of the Beneficiary,it would be necessary to apply all or a portion N of the proceeds to the Indebtedness in order to protect the security of the Beneficiary.In order to enable the Beneficiary to exercise his rights under this paragraph,the Debtor shall promptly inform the Beneficiary as to the fact of any loss or damage to the Property,the amount of available insurance pro- p coeds.the cost of restoration or repair,and as to all other information reasonably requested by the Beneficiary.Any insurance proceeds which are to be paid on the Indebtedness,following the Beneficiary's reasonable determination that such payment is necessary to protect his security,and any amounts received by the Beneficiary Or by a receiver from condemning authorities or from persons paying rent or royalties after a default,shall be applied in the N following manner in the following order to as a payment to the Beneficiary to reimburse him for costs,including reasonable attorney's lees,incurred to collect such amounts; (n)as a payment in satisfaction of any past-due payments on the Indebtedness; (iii)as a pre-payment on the Indebtedness;and CD (iv)as a refund to the Debtor.to the extent that the Indebtedness has been fully paid.Any amounts applied as a partial pre-payment of the Indebtedness Qw� shall not defer or alter the timing and amounts of installments of Indebtedness thereafter falling due,except to the extent that the installments last falling al due are satisfied by virtue of any partial pre-payment (thy Subsequent Parties.All references in this Deed of Trust to the"Beneficiary-include not only the Beneficiary named under Specific Terms above. but also any person or entity who becomes the owner of the notes)or other evidence of the indebtedness after the date of this Deed of Trust;the retar- d, ence also includes the holder of a certificate of purchase issued in conjunction with a foreclosure sale under this Deed of Trust.If any person other than 0 the Debtor acquires any interest in the property in the future,that person shall be subject to all of the covenants.obligations.and restrictions of this Deed tD of Trust to the same extent as the Debtor.and accordingly.all references in this Deed of Trust to the"Debtor"include that person;this shall not,however, al release the original Debtor or any intervening Debtor from obligation on this Deed of Trust and on the note or other instrument evidencing the Indebted- M ness, to the extent that those obligations otherwise exist. N Due on Sale,if all or any part of the Properly or any interest in the Property is sold or transferred in a transaction which is a"prohibited sale or trans- 0 ler'.the Beneficiary may.at his option,treat this Deed of Trust as being in default and may accelerate the Indebtedness as provided above.If the Benefi• t•-I ciary is prohibited by Colorado law from declaring the default and acceleration.the Beneficiary may nevertheless require the transferee to accept a lawful interest rate increase,the refusal or failure of the transferee to accept in writing the lawful interest rate increase shall constitute in itself a default under this to Deed of Trust.A"prohibited sale or transfer"is any sale or transfer.including one inwhiCh the conveyance of title is deferred,and including the granting .O o1 an option to purchase exercisable at a future date.but not including (it the creation of a lien or encumbrance subordinate to this Deed of Trust. (ii)the transfer of title by deviseor descent.or by operation of law upon the death of a joint tenant, (iii)the grant of any leasehold interest of three years or less not al containing an option to purchase.or (iv)a sale or other transfer to which the Beneficiary consents in writing.Notwithstanding any other provision of this paragraph.the Beneficiary shall have no right to declare a default if the Beneficiary and the transferee mutually agree in writing to the assumption of the Cr) Indebtedness by the transferee. (This paragraph is optional and is to be crossed-out if not agreed to.) r ul Miscellaneous Provisions. The following miscellaneous provisions shall apply: la) any forebearance by the Beneficiary in exercising any right or remedy shall not affect the rights of the Beneficiary with respect to subsequent defaults Ph or violations: I b) all remedies provided by this Deed of Trust are distinct and cummulative to any other right or remedy either under this Deed of Trust or available by CO any law or statute.and all such remedies may be exercised concurrently. independently,or successively: 0 ICI if two or more persons have signed as"Debtor",they are jointly and severally obligated; rl (co in the event that any provision or clause of this Deed of Trust is in conflict with applicable law,the conflict shall not affect other provisions of this Deed t-- c-I of Trust which can be given effect without the conflicting provision; sr) (e) the procedural provisions of this Deed of Trust shall be deemed to be automatically amended as necessary to conform to any Colorado statute or rule N of Lou rt.now existing or adopted after the date of this Deed of Trust,to the extent that such statute or rule of court provides procedures which are in . I"rct with those set forth in this Deed of Trust and to the extent that the statute or rule of court is applicable to the security transaction which is the D subject of this Deed of Trust. ii) it the Debtor and the Beneficiary have agreed to additional terms and conditions respecting this security transaction,including as an example an m agreement to establish a fund to be used to pay taxes and insurance premiums or an agreement providing for partial rel of this Deed of Trust, men any such supplimental agreement,if in writing.signed and acknowledged.shall be given effect end it any of its provisions conflict with those set m forth in this Deed of Trust the provisions of the supplimental agreement shall control: if this Deed of Trust has been recorded,the supplimental o agreement.to be effective.also must be recorded, a Igl words in this Deed of Trust denoting the singular shall be read as denoting the plural,and masculine pronouns shall be read as feminine or neuter pro- > nouns if the circumstances so require. to Ihi paragraph headings are for the•eader's convenience and shall not be considered in determining the meaning of this instrument. 1O $ Date of this Deeo of Trust October 9 a 1996 3 Executed by the Debtors)as of the above date o Signature Clause for Corporation,Partnership or Association: Signature Clause for Indirldual(s): MEADOW VALE FARM, INC• , a Colorado corporation, N me of Corporal n.Partnership • 's-.• motion Debtor BY T/ L , J' , P : ident Debtor ` '' ` ''I, . OLIVER, Secretary Debtor AI'nq STATE OF COLORADO 1 •COUNTY OF WELD ) 55. „ I�ER " The foregoing instrument was acknowledged before me this 9th day of October ,. _/. ...r.56'...•J°j A By • FLOYD OLIVER, JR. , and KATHARINE H. OLIVER. : w y lr t • o, i•name individual Debtor's,or d Debtor is Corporation.Partnership or Association.then identify signers as president or vice preiid*nrend'SECrelery ear e assistant secretary of corporation O' as pannen sl of partnership or as authorized mein mein Der association.) • W s • 0 e .) 0 ` p i Iy a WITNESS my hand and official seal �� •• ,' Q'' T••' My commission expires: 2-/2,x[ , to Public 'n,•• v ,i�: ut GLEN DROEGEMUELLER, P.C. ATTORNEY AT LAW 822 SEVENTH STREET•SUITE 330•GREELEY,COLORADO 80631•(970)353-9599•FAX(970)353-9597 November 26, 1996 HAND DELIVERED Don Warden Clerk to the Board of Weld County Commissioners 915 10th Street Greeley, CO 80631 �.n Dear Don: I represent Mr. and Mrs. Floyd Oliver, Jr. who are the officers and directors in Meadow Vale Farm, Inc. Recently the corporation provided Weld County with deeds of trust encumbering two lots within the Meadow Vale Farm subdivision to meet collateral requirements imposed by the County. Inadvertently, the clerk and recorder's office sent the original deeds of trust back to me along with other agreements which had been recorded regarding the subdivision. I am providing the originals to you at the request of Lee Morrison of the County Attorney's Office. Sincerely yours, Glen Droegemuell r Attorney at Law encs. copy: Mr. and Mrs. Oliver MEMORANDUM TO: Board of County Commissioners October 22, 1996 From: Todd Hodges COLORADO SUBJECT: Collateral, on-site/off-site improvements agreements, submitted by Floyd Oliver for Meadow Vale Farm, Inc. for the 1st Filing, Meadow Vale Farm Subdivision (S-403) Department of Planning Services, Public Works, and the Attorneys office have reviewed the submitted items concerning the collateral, On-site improvements agreement and Off-site improvements agreement for the 1st filing, Meadow Vale Subdivision. The collateral provided is in the form of deeds for 2 lots within the 1st filing. Staff recommends conditional acceptance of the collateral, Off-site and On-site improvements agreements made by Meadow Vale Farm, Inc. The conditions of acceptance are listed in the attached memo from Lee Morrison. 961928 mEmoRAnDum Todd Hodges, Lead Planner October 15, 1996 To D to COLORADO Don Carroll, Project Coordinator "7 From Subject: S-403, Meadow Vale Farms The applicant has submitted additional documentation per my memorandum dated August 30, 1996. The On and Off Site Improvements Agreement and the typical cross sections (on Page 14 of 22 indicating County Standards) were enclosed. The Maintenance and Improvements Agreement includes the policy regarding collateral for improvements (private road maintenance) indicated in Exhibit A, Meadow Vale First Filing. The items under streets, sidewalks, and storm sewer all seem to have reasonable unit costs assigned to the quantities. I have no conflict with the unit costs. The Road Maintenance and Improvements Agreement has been reviewed by the Public Works Department. It has yet to be reviewed by the County Attorney. Please submit the original, signed Agreement to the Board of Weld County Commissioners for a Resolution. Mike Ketherline, Project Engineer of the Meadow Vale Subdivision, has submitted an alternate asphalt design,which is noted on Page 14 of 22. The alternate design recommends full depth asphalt over subbase. Both the original and the alternate designs meet the loading requirements for the Subdivision. cc: Commissioner Hall S-403 file plan4 . 1,. , , .,,..,' Planning Dept. OCT 1 7 1996 MEADOW VALE FARM, INC. 4250 W. 16TH STREET#46 GREELEY, COLORADO 80634 October 9, 1996 Department of Planning Services ,ntV Planning Dent Weld County Administrative Building W21d ` 1400 North 7th Ave. 0 1996 Greeley, Colorado 80632 0CT 1 Attention Todd Hodges, Planner RECEIVED Subject: Meadow Vale Farm, Inc. Dear Todd, This letter is to state the status of infrastructure development as of this date. The sanitary sewer lines and services have been completed and accepted by the St. Vrain Sanitation District. The letter of acceptance by the District is attached. The water mains have been completed, tested for chlorine, clear water tested and pressure tested as of this date. The remaining item of work is to install the 11Q" water meter which will be completed by Oct. 18. As you know we are on a master meter concept with the Left Hand Water District and the system beyond the meter is private. Left Hand Water District will be furnishing household water only and the irrigation system will be built next spring as a part of our second filing. Over lot grading has been completed. Street grading has been completed and asphalt paving will be completed by Western Mobile the week of October 14th. A copy of ourcontract with Western Mobile is attached. We have signed contracts with United Power (electricity) which will be installed the week of Oct. 14, 1996. We have signed contracts with U. S. West Communications for telephone which will be installed the week of October 21, 1996. We have signed contracts with Public Service Company which will install gas mains the week of Oct. 28, 1996 We have purchased fence material for the back lot fencing which we are going to install ourselves as soon as the telephone wires are installed and the phone company is our of the way. The only items of infrastructure remaining to be completed after the 1st. of Nov. will the common space sprinkling system. Aqua Engineering of FT. Collins is currently designing the sprinkling system and the pumping station for irrigation use. We will not be furnishing a letter of credit by Bank One as our collateral for the improvements agreement. Instead we will provide as outlined in paragraph 8.2 of the improvement agreement a Trust Deed. When we were working with Bank One for a letter of credit Bank One required a appraisal of the property. We were charged for this appraisal so it is ours to use. The appraisal will meet the requirements of paragraph 8.2 and we will furnish. The appraised value of the first filing is $630,000.00 or $57,272.73 per lot. We feel that a Trust Deed on one lot should be sufficient collateral to the county. We would suggest one of the lots which is not under contract and should the lot sell before the work is completed we will substitute another lot as that the county will have one lot Trust Deed until the work is completed. We currently have five lots under contract and the buyers are anxious to close on the purchase so they can start their homes while we have favorable weather. We are also anxious to close on these lots so we can get paid for some of our development work. We need to get the plat recorded . I am submitting all of the above documentation as well as the improvement agreement for you to present to the Weld County Commissioners. You have the signed plat. Please present to the Commissioners at the earliest possible date and record the plat. If you have any questions please contact me. Sincerely, M OW VAL,F FARM,t INC. Floyd wer President • '` PAGE of PAGES • S '2 Western ,) . • { ?XS Mobile . . . 0.. . `.1150 N.25th AVENUE,GREELEY,CO 80632•PHONE(970)353-2777 QUOTATION TO: Floyd Oliver DATE: September 11, 1996 (Name) 4250 W 10th JOB NAME: Meadow Vale Farm I (Street) Greeley, CO 80634 LOCATION: WCR 5.5/S8119 __ _ (Street)(City) ' (Street) '_. _. :.. _ (970)396-5035 (970)339-9404 y' Longmoht;,CO (Phone) (City ATT: (Owner's Rep.) The following quotation, subject to terms and conditions, as noted, and on the reverse side, if accepted,shall constitute a contract between the parties to this quotation: This quote for asphalt paving & related items of work on approximately ,4. 4,886 •S.Y.' asphalt paving. Item #1 Final shape subgrade. Note: We accept subgrade + or —.1 to proper subgrade elevation. Item #2 Furnish & install 5" full depth asphalt. Item #3 Furnfl temporary h & install base for tem / l0.42'S P Y cul-de—sac 6" � 'y Items #1. 2 completed for unit price of $8.33 per S.Y. __. , - Approximate Cost r $40,700.00 • Item #3 completed for unit price of $16.00 per ton. Approximate Cost $16,000.00 Total Aroject Approx. Cost $56,700.00 NOTE: Soil sterilization will be installed at owners request for'$0.10 per S.Y. Does not include fees, permits, engineering or material testing. Field measurements will determine final billing. Thank you for allowing us to quote your work. Project scheduling is subject to receipt of accepted contract. Please sign in spaces provided below to indicate acceptance and return original. Note conditions as listed on reverse side of.-this quotation document., " ri Submitted: WESTERN MOBILE/NORTHERN 'Accepted: / , r / "t. 14- r � /� By: Ju Hause, Sr Dar. By: • WHITE: sign and return to Western Mobile • YELLOW: customer • PINK:file Form(F)612-10-4049 GAS DISTRIBUTION FACILITIES EXTENSION AGREEMENT Ext. No. 96-194 THIS AGREEMENT, made this day of , 19 , by and between PUBLIC SERVICE COMPANY OF COLORADO, a Colorado corporation, hereinafter referred to as "Company" and Floyd Oliver Development Service a * Corporation ,hereinafter referred to as "Applicant",WITNESSETH: WHEREAS,Company is a public utility supplying gas service to various areas in the State of Colorado, and WHEREAS, Applicant has requested Company to construct and install the necessary gas distribution facilities to provide *. Permanent service to serve Meadow Vale Farm Phase 1 Lots 1-3 of Block 1, Lots 1-4 of Block 2, and Lots 1-4 of Block 3 in Weld County , Colorado. WHEREAS,Company's Service Lateral Connection and Distribution Main Extension Policy requires a Construction Payment for the installation of said facilities. NOW,THEREFORE, in consideration of the mutual covenants and promises herein contained, it is mutually agreed as follows; 1)Company agrees to construct with reasonable promptness,the gas distribution facilities for which the Applicant has either made the:Construction Payment or will make the Construction Payment within thirty (30) days from the commencement of construction, ;F }tjjg/excluding Service Laterals), and to notify Applicant when construction is completed and service is available(the Extension Completion Date). - 2)Applicant agrees,upon execution of this Agreement,to pay to Company the Construction Payment in the amount of Fourteen thousand, threehundred thirty three dollars. ($14,331) 3) (a)Said Construction Payment may be refundable to Applicant in part or in its entirety during a ten(10)year period commencing with the;Extension Completion Date.Any possible refunds or pass on payments will be made in accordance with the terms and conditions of the Company's Service lateral Connection and Distribution Main Extension Policy. This policy is on file with the Public Utilities Commission of the State of Colorado and is available for inspection.In no event will any combination of refunds or pass on payments exceed the Construction Payment nor will any refund or pass on payment be made after ten(10)years from the Extension Completion Date,as determined from the Company's records. (b)dnthe alternative,the Applicant can directly pass through to purchasers of Applicant's property covered by this extension any costsiassociated with the extension. • (c)Applicant elects between 3(a) and 3(b)above as follows: iii 1)Company shall collect participation charges caused by connections to the extension covered by this Agreement and, pass'onahose amounts to Applicant pursuant to 3 (a) herein. ❑2) Company shall not collect any participation charges caused by connections to the extension covered by this Agreement.Applicant hereby represents that costs associated with this extension shall be collected directly by Applicant pursuant to 3(b) above. 4)Nothing in this Agreement shall be construed to waive the right to receive Construction Allowances, if any, associated with distribution and/or service lateral installations pursuant to the Rules and Regulations currently on file with the Public Utilities Commission of the State of Colorado. 5)Applicant agrees to execute the Company's standard right-of-way agreements granting free of charge to Company,such rights- of-way as may be required, and recognizes this Agreement is contingent upon Company obtaining any other rights-of-way from other parties-if required. 6),Inthe event Applicant should require additional gas distribution facilities other than those for which the Construction Payment .has.been-made-hereunder,such facilities shall be provided by separate agreements. IT IS MUTUALLY AGREED that the application and interpretation of this Agreement, including the definitions of terms used ' herein,shall be in accordance with Company's Gas Service Rules and Regulations,including Company's Service Lateral Connection and Distribution Main Extension Policy,on file and in effect from time to time with the Public Utilities Commission of the State of Colorado and-that said Rules and Regulations constitute a part of this Agreement and are binding on the parties hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. PUBLIC SERVICE COMPANY OF COLORADO APPLICANT By Name/Firm�7 ME9o0k7 VALE T R"-i rev 4- Doug Jackson By FLo7o OLI✓ER 1R es,DANT . ' Specify Corporation,partnership, individual or (TYPE OR PLAINT NAME AND TITLE OF SIGNER) individual-doing business as. . . Mailing Address L)7 So to lc, 5%. *96 "Specify Permanent,Indeterminate,or Temporary. GRk E LF_`(1 Co $o 63 Cf m Public Service® Public Service Company of Colorado 2655 N. 63rd Street Boulder, Colorado 80301 July 11, 1996 Floyd Oliver 4250 W. 16th St. No. 46 Greeley Co.. 80634 RE: Gas service to serve Meadow Vale Farm Phase 1 Block 1 Lots 1-3, Block 2 Lots 1- 4 and, Block 3 Lots 1-4. (CREGS No. 96-194. ) Dear Mr. Oliver: Per your request and, based on our conversation July 1, 1996 I have revised the design and re estimated the costs for gas service to the above referenced property. The total cost to install the gas distribution based on the new design is $14,331. This cost is for the installation of the gas main only and you will be charged for the services and the tap charges on an individual basis as you require them. This estimate is valid until September 12, 1996 . If this proposal is acceptable, please sign and return the enclosed" Gas Extension Agreement," and " Gas Job Conditions Agreement, " along with your payment in the amount of$14,331. Construction will be scheduled to start no sooner than 30 days after payment has been received. If you have any questions you may reach me on 938-2390. Sincerely, • Doug Jackson Engineering Services Control Number : CO12003 Job Number: 622E217 Agreement For The Engineering, Design, Placement And Splicing of Facilities By U S WEST Communications, Inc . THIS AGREEMENT (hereinafter "Agreement" ) is made and entered into this clo day of / Vgus j , 199E, , by and between U S WEST Communications , Inc . , a Colorado corporation (hereinafter "USWC" ) and REAL ESTATE DEVELOPMENT SERVICES (hereinafter "Developer/Builder) . 1 . RECITALS WHEREAS Developer/Builder is undertaking construction of a development known as MEADOW VALE FARM (hereinafter "Development" ) , projected to contain ELEVEN (11) dwellings occupied within 36 months , which is more fully described as being located in SECTION 4 , T2N, R68W, SIXTH PRINCIPAL MERIDIAN, MEAD exchange, WELD County, State of COLORADO; and, WHEREAS USWC has been requested by Developer/Builder to provide distribution facilities (hereinafter "Facilities" ) within its Development prior to the construction of buildings or living units . Facilities will be adequate to serve ELEVEN (11) lots in Development ; and, WHEREAS USWC is willing and agrees to place Facilities, as more fully described in Exhibit A, attached hereto and incorporated herein, in accordance with the terms and conditions of this Agreement and with any applicable Tariffs on file with the New Mexico State Corporation Commission; NOW, AND IN CONSIDERATION of the mutual promises and covenants hereinafter set forth, the parties agree as follows : 2 . DEFINITIONS • Access Line : The telecommunications circuit that extends from the customer' s termination point in a completed residence to a central office . 8 9 JO RM 1 C° pU6 51996 0 A . C a -2- Central Office : A switching unit in a telephone system, providing service to the general public, having the necessary equipment and operating arrangements for terminating and interconnecting access lines. Distribution Facilities : All telephone plant between the feeder facilities and the customer' s termination point . Feeder Facilities : The telephone plant between the central office and distribution facilities . Service Lateral : The wires and the trench between the serving terminal and the Standard Network Interface (SNI) at the entrance of a residential dwelling where service terminates . 3 . EASEMENTS Any easements, rights-of-way or property rights required by USWC for the Development shall be given to USWC by Developer/Builder, in writing, in recordable form. Application fees, permit fees or any other governmental charges, special study costs, any costs incurred due to unusual conditions (e .g. rock, swamp, asphalt) and overhead for placing facilities, at no charge, with no restrictions or exceptions, prior to the commencement of any construction by USWC. Developer/Builder shall be responsible for clearing and establishing final grade within six inches throughout the easement area before USWC is expected to start construction. All survey property stakes will be placed by Developer/Builder to identify the physical location of said easements and rights-of-way within the Development . Developer/Builder shall be required to reimburse USWC for right- of-way costs pursuant to the Agreement . In the event of re- platting, re-zoning, or change-of-use during the term of this Agreement , Developer/Builder or its permitted assignees or successors shall be responsible for any additional relocation or replacement costs (which costs shall be non-refundable) relating to affected Facilities . 4 . TRENCHING AND SERVICE LATERALS Developer/Builder shall provide trenches and service laterals • ( "Trench" ) and backfill operations, as shown on Exhibit A, in accordance with USWC standards . -3- A. Developer/Builder shall be responsible, at its sole expense, for obtaining any permits , licenses, bonds or other consents or approvals necessary for USWC to move, park, and maneuver equipment on the job site, to store tools and materials , to barricade or close streets, alleys or walks, and to use electric power, water and sewers , and to dispose of soil within the Development . All permits, licenses , bonds or other types of approvals shall be in Developer/Builder' s name and shall not commit USWC to any obligations not identified under this Agreement . Developer/Builder shall take necessary safety precautions as required by federal, state and local authorities to protect pedestrian and vehicular traffic in the development, including, but not limited to, maintenance of adequate warning signs, barricades , lights, guard fences, walks and bridges . Developer/Builder will be required to furnish and install conduit for sleeving of streets or concrete drives , in accordance with USWC standards . B . Developer/Builder shall coordinate applicable schedules hereunder with USWC' s representative : 5TEtS ,V&QR/CA/ 303-441-7212 C. Critical Scheduling Dates : Developer/Builder shall select start and completion dates for Trench excavation and backfill which are compatible with USWC' s engineering, material ordering and construction schedules . C . 1 Developer/Builder shall begin Trench excavation within five days of the date USWC' s representative notifies Developer/Builder that material is available ( "Start Date" ) . C. 2 The Trench Date for purposes of the Agreement is on or about SEPT- JS , 19 % . C . 3 Developer/Builder shall provide USWC an addressed, recorded plat in electronic, digital or written format on OCT ) , 199A, . If USWC does not receive complete address information the development schedule may be delayed. C. 4 Developer/Builder shall provide USWC twenty-one (21) days' notice prior to the completion date of living units with Development . C. 5 Developer/Builder shall schedule a pre-construction utility coordination meeting . D. Developer/Builder shall complete the work as soon as practicable, but no later than fourteen (14) days from Start Date . Trench must be maintained by Developer/Builder for a minimum of . three days after notifying USWC to allow USWC adequate time to place facilities, without interference from other contractors . Developer/Builder shall provide sufficient backfill to protect USWC' s cable after cable placement . Any changes to the time limits stated herein must be given prior approval by USWC' s authorized representative . E. If Developer/Builder has not commenced Trench excavation • within fourteen (14) days of Start Date, Developer/Builder shall reimburse USWC for any and all carrying charges, penalty fees, and shipping costs related to the storage, return, and reorder of materials associated with Facilities . In addition, Developer/Builder shall reimburse USWC for lost time by USWC personnel due to Trench failures or insufficient Trench. F . Developer/Builder' s Trench and backfill operations shall conform to the National Electric Safety Code (NESC) and to USWC' s approved job prints and standards . USWC shall be afforded the opportunity to inspect all Trench and backfill . All Trenches provided by Developer/Builder shall be within rights-of-way or the dedicated easements of the Development and within six inches of final grade . G. In the event Developer/Builder damages USWC' s Facilities , Developer/Builder shall bear the full expense of repair or replacement of such damaged Facilities , at USWC' s sole option. H. Developer/Builder shall restore all improved and unimproved surfaces to their original condition, in accordance with rules and regulations of the governmental authority having jurisdiction in the development, and shall guarantee said restorations against settlement or other defects for a period of five years from the date of final acceptance of the work by USWC. S . INSTALLATION OF FACILITIES USWC agrees that initial Distribution Facilities will be in place within 120 days after execution ( "Start Date" ) of this Agreement . In no event shall USWC' s failure to complete the work by the above specified date constitute a breach of this Agreement by USWC, nor shall it relieve Developer/Builder of any of its obligations hereunder, if the delay is caused by unavailability of equipment or material , delays in receiving equipment or material, delays in obtaining easements or rights-of-way, unusual working conditions, unusual terrain, delay caused by Developer/Builder, or any other circumstances beyond the reasonable control of USWC . -5- Insofar as possible, the parties shall coordinate their construction work. 6 . INDEMNITY Developer/Builder shall indemnify and hold harmless USWC and its agents and employees from and against any and all claims, losses, actions, damages, expenses and all other liabilities, including, but not limited to, costs and attorneys fees , including the proper placement of the Trench within the appropriate easement , arising out of or resulting from the performance or non- performance of Developer/Builder pursuant to the Agreement, unless directly caused by negligence of USWC. 7 . CHARGES USWC will engineer and design, secure all materials, and provide the labor necessary to place, splice, and test Facilities in the Development, using standard USWC specifications . USWC will bill Developers/Builder a NON-REFUNDABLE charge of ONE THOUSAND SEVEN HUNDRED FIFTY-FIVE DOLLARS AND 0 CENTS ($1755 . 00) for such services upon execution of this Agreement . 8 . GENERAL CLAUSES A. Developer/Builder understands and agrees that the payment made to USWC hereunder is a charge for the cost of providing distribution facilities in the Development and is not : (1) a deposit for security for individual customers, or (2) applicable to installation charges or regular monthly charges or such service as provided in USWC' s filed tariffs . Developer/Builder shall not represent to any individual that Developer/Builder' s deposit satisfies any line extension charge, construction charges which may be payable as required by tariff, or alleviate any customer' s responsibility to pay other appropriate charges when required by tariff . Payments made hereunder to USWC shall not grant Developer/Builder or any subscriber any ownership in Facilities OR RESERVE ANY CENTRAL OFFICE EQUIPMENT OR ANY FEEDER FACILITIES . B . USWC reserves the right to construct excess capacity pursuant to this Agreement . The additional costs of such excess capacity are not included in the Facility charge stated above . -6- C. Any notices required to be given by either party shall be given in writing, hand delivered or deposited in the United States mail, addressed to : U S WEST Communications, Inc . REAL ESTATE DEVELOPMENT SERVICES Developer/Builder Contact Grp FLOYD OLIVER PO Box 1720 4250 WEST 16TH STREET #46 Denver, CO 80201 GREELEY, CO 80634 1-800-526-3557 Notices shall be effective when hand delivered or postmarked, whichever is earlier . Either party may change designations pursuant to this paragraph upon written notice to the other party. D. This Agreement may not be assigned by Developer/Builder without the prior written consent of USWC, which shall not be unreasonably withheld. Assignment requests to USWC must be accompanied by a non-refundable processing fee of $50 . 00 (fifty dollars) per request . E. A failure of USWC to enforce any provision of this Agreement on any occasion shall not constitute a general waiver of its right to enforce that or any other provision of this Agreement on any other occasion. F. This Agreement shall inure to the benefit of and be binding upon the successors in interest and permitted assignees of the parties hereto . G. This Agreement may be amended only by a written document signed by both parties . H. Neither party shall be liable to the other for delays or failure in performance, or for loss or damage, due to fire, explosion, power blackout , earthquake, volcanic action, nuclear, flood, strike, war, civil disturbance, governmental requirements , acts of God, or other causes beyond its control . I . Use of the term "day" herein shall refer to calendar days, unless otherwise specified. J. This Agreement and the obligations of the parties hereunder • shall be construed and governed in accordance with the laws of the state in which Facilities are provided hereunder . K.This Agreement is subject to the applicable tariffs filed by USWC with the appropriate agency of the state in which Facilities are provided hereunder. In the event that applicable tariffs are modified, superseded, or suspended prior to performance by USWC hereunder, then this Agreement shall become null and void, and the parties may elect to enter into a new agreement to conform to such new tariffs . L. All claims arising out of this Agreement shall be resolved by arbitration in accordance with the then current rules of the American Arbitration Association. The arbitration shall be conducted by a single arbitrator engaged in the practice of law. The arbitrator' s decision and award shall be final and binding and may be entered in any court with jurisdiction. IN WITNESS WHEREOF, the parties have executed this Agreement effective the day and year appearing on the first page of this Agreement . U S WEST COMMUNICATION , INC. a BY ana er (DEVELOPER/BUILDER) My..� Out (P9 Lg BY Title ] /7h^A /DP,12 ATTEST/WITNESS� Service Location 3204 Work Order No. 9607-14 AGREEMENT WITH DEVELOPER FOR INDETERMINATE SERVICE PLAN LINE EXTENSION THIS AGREEMENT, made by and between UNITED POWER, INC., a Colorado corporation (hereinafter called "United") and Meadow Vale Farm, Inc a(n) corporation hereinafter called the "Developer"). WITNESSETH: WHEREAS, the Developer has requested United to install certain electric distribution facilities to provide electric service within the First Filing of Meadow Vale Farm (hereinafter called the "Development"), located in the SW4 Section 4 Township 2N , Range 68W of the 6th P.M., and; WHEREAS, United is willing to provide said facilities in accordance with its Service Connection and Line Extension policies for "INDETERMINATE SERVICE PLAN" on file at United's offices and currently in effect; NOW, THEREFORE, for and in consideration of the mutual covenants and agreements hereinafter contained, the parties hereby agree as follows: 1. Except as otherwise provided herein, United shall install, own, operate and maintain an underground line extension to provide 1 phase, sixty cycle, 3 wire, 120/240 volt service within the Development. Said facilities shall include 1 service connections and meter installations at each of the lots in the Development. . 2. The terms of this agreement shall apply to 11 lots of the Development; said area being bounded by red on the plat attached hereto and made a part hereof as "Exhibit A". 3. The Developer shall provide United with an accurate copy of the final plat of the area to be developed as approved by the appropriate governmental authority and as recorded in Map , File , Reception with the Clerk and Recorder of the Colorado county in which the Development is situated. 4. The Developer hereby grants to United the right to enter upon the land of the Developer described herein to construct, operate and maintain the electric distribution facilities, together with full right of ingress and egress. 5. The Applicant desires to have the electric distribution facilities described herein installed within 90 days. United does not warrant or promise that the facilities will be installed within that time period, but it shall use reasonable diligence to provide said facilities within that period of time. If said facilities cannot be installed within that period of time, United shall not be liable therefor or for damages caused thereby, particularly if installation is prevented by an Act of God, Governmental Authority, action of the elements, accident, strikes, labor trouble, inability to secure materials or equipment or any cause beyond the reasonable control of United. 6. Developer shall perform all right-of-way clearing required for the construction of the facilities described herein accordance with United's specifications. 7. United Power shall perform all trenching and backfilling, including any rock removal and backhoe work, in accordance with United's specifications. 8. The Developer shall establish and stake all easements or right-of-way for installation of United's facilities. The Developer shall assume all responsibility for proper location thereof and shall reimburse United for any expense due to subsequent changes and for AGREEMENT WITH DEVELOPER FOR INDETERMINATE SERVICE PLAN LINE EXTENSION Page 2 any damage claims against United, including full reimbursement for damages established and expenses incurred in regard thereto, plus reasonable attorney's fees and court costs. 9. United shall install the facilities described herein in accordance with good engineering practice after the Developer has established rights-of-way, cut streets, alleys, and easements to final grade and prior to the paving of streets and the construction of curbs and gutters. The Developer shall reimburse United for any expense due to subsequent changes by the Developer. 10. The Developer shall be responsible for coordinating all construction activities within the Development, including but not limited to the installation of utilities. The Developer shall reimburse United for any expenses incurred by United to repair damages to its facilities caused by the Developer or other parties during the construction period. 11. United hereby acknowledges receipt of a partially refundable construction deposit in the amount of $ 44,228.00 from the Developer; said deposit being equal to the estimated total cost of the electric facilities described herein, excluding therefrom the cost of meters. Upon completion of the construction of said electric facilities, the construction deposit shall be compared to the actual cost of said facilities as entered into the books of United. If the actual cost is less than the construction deposit provided by the Developer, United shall refund the difference to the Developer. 12. The estimate of the cost of electric facilities to be provided hereunder shall be valid until December 31 1996 . United reserves the right to revise said estimate and to require an increase in the refundable construction deposit from the developer in the event the facilities cannot be installed by that date for any cause beyond the reasonable control of United. If the Developer requires construction of the facilities when the ground is frozen or at a time when inclement weather will result in construction costs greater than the cost originally estimated, the applicant shall advance the estimated additional cost to United, as a contribution in aid of construction, prior to the construction of the facilities. 13. For each customer of a permanent nature connected to the line extension and receiving service within the development, United shall refund the Developer, without interest, an amount equal to the following standard construction allowance, provided however, that the total of said refunds shall not exceed the amount of the construction deposit provided hereunder by the Developer: Allowance Class of Service Per Customer Farm and Rural Residential Service (Schedule R) 11 lots included $785 -Mt..;L:pa+-Residential-Serviee-ESehedule-MR)- X783 -Single=Phase Small-Eomnintial-Scrviee{$ehedule C--4-) $4-1.9G-- Thnce-Phase Snial- EUllu11ltu;al Serum,;(Sehednle C-3)- $2,800-- -Irrigatien-Pumping-Service (Schedule-I-&-I4P)- $95-per-HP--- -Large-Power (bP-B-&-LP T) -Plus-$4-1-0-pc' kW- -Area-Lighting 4440 per Ii•ht-- Street Parking/Lot Lighting (four lights included) $880 per light No refund of deposit shall be due for indeterminate or temporary service customers connected to the line extension and the right of a refund shall cease at the end of the five (5) year period immediately following completion of the construction of the extension or upon the bankruptcy of the Developer, whichever occurs earlier. AGREEMENT WITH DEVELOPER FOR INDETERMINATE SERVICE PLAN LINE EXTENSION PAGE 3 14. The Developer may terminate this agreement at any time prior to or during the actual construction of electric facilities described herein by United. In such an event, a portion or all of the consideration paid by the Developer in advance to United hereunder shall be used to reimburse and pay United for all expenses or liabilities which may theretofore have been incurred by United for engineering, for materials and equipment purchased or ordered, prior to the date of termination; with the balance of the construction deposit, if any, to be refunded to the Developer. If the actual cost to United proves to have been greater than the construction deposit, the Developer shall pay the difference to United within thirty (30) days following written notice of such excess amount. 15. Electric service will be provided to customers located within the Development at United's applicable rates and upon the terms and conditions now in effect or at the rates and upon such terms and conditions as may hereafter be lawfully adopted by United for such service. 16. This Agreement shall be binding upon and inure to the benefit of the successors, legal representative and assigns of the respective parties hereto. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed this day of , 19 _. ATTEST OR WITNESS UNITED POWER, INC. (Signature) (Signature) 1-25 District Representative (Title) ATTEST OR WITNESS p� (Signature) Meadow Vale Farm, Inc. (Developer) i By +/dit�- (Si (Title *) Address 4250 W 16th St #46 Greeley, CO 80634 * If other than president, vice-president, partner or owner, a power of attorney must accompany contract. 7/95 cSt. (Main cSanitation. chisttiet (cSaint cSan) �At p Pp 515�imt at!,eft.,suite 100 x(503)776on, L'oaymont,w&050/ (sos)776-957° October 3, 1996 Department of Planning Services Weld County Administrative Building 1400 North 7th Avenue Greeley, Colorado 80632 Re: Meadow Vale Farm Gentlemen: Pursuant to District line extension policy, this District has inspected and tested the construction of a 10-inch trunk and two 8-inch lateral lines commencing at Manholes No. A-76 and A-77 extending northwest in the phase for the completion of Phase 1 (11 lots). This portion is hereby accepted by this District subject to a two- year workmanship and materials guarantee commencing August 13, 1996. Very truly yours ST. VRAIN SANITATION DISTRICT By L. D. Lawson Manager cc: Floyd Oliver c TABLE OF CONTENTS Title Page Letter Of Transmittal Table Of Contents Photographs Summary Of Salient Facts And Conclusions 1 Identification Of The Property 2 Legal Description 2 Purpose Of The Appraisal 5 Property Rights Appraised 6 Appraisal Development And Reporting Process 7 Use Of The Appraisal 7 Dates Of Value 7 Ownership And Property History 8 Area And Neighborhood Data 8 Zoning 10 Assessed Value And Taxes 10 Property Description 12 Highest And Best Use 15 Market Analysis 17 Appraisal Procedure 21 Land Value Estimate 23 Cost Approach 37 Income Approach 38 Sales Comparison Approach 45 Reconciliation And Final Value Estimate 46 Marketing Time 49 Certification Of Value 49 Assumptions And Limiting Conditions 51 Qualifications Of W. West Foster 53 Addendum Exhibit A - Master Appraisal Contract Exhibit B - Copy of Deed Plotter Plat / FOSTER VALUATION COMPANY LLC A Aerial photographs of the Meadow Vale Farm PUD Taken in September 1996 -o a, r ti hy I ° ` _ ?��' y`,;' ter'/ r'.�, c ; r� 4;"�.• ' _ `, V. 4 `ier rbwa"wtattt ' �y s/is a Aerial view looking westerly across Weld County Road 5' toward the Meadow Vale Farm development. Colorado State Highway 119 is at left. - S :._.-_ _ ` �R 1, - -' - - - �- i - -fir 1,`` --f. --ice - : iti....._ r �.L$ � ia6o�s. jj x 4-;' �t�I 1 4. 4-,Ins, i �I"' J - �A ' i'/'r��r t J i .t ff. 1,+ 'N/ -mac ' - . k ,t , i 'j a J ' .77 t4 7 4,. d �I 1 1 Aerial view looking eastward. Colorado State Highway 119 is at right. Streets for Meadow Vale Farm Filing No. I have not been paved; but grading has been completed, as can be seen in the photo. SUMMARY OF SALIENT FACTS AND CONCLUSIONS Property Type: Vacant, single family, residential development land Location: Southwestern Weld County, north of State Highway 119 and west of WCR 5', approximately one and one-half miles west of Interstate 25. Property Rights Appraised: Fee simple estate Owner of Record: Katharine H. Oliver Land Area: 17.653 acres Number of Lots: 11 Dwelling Units Per Acre: 0.62 Average Lot Size: 40,675 square feet Improvements: None Zoning: Residential PUD Highest and Best Use: Single family residential Marketing Time: Within 12 months Date of Value "As Is": September 30, 1996 Prospective Date of Value October 15, 1996 Date of Report: September 30, 1996 Final Estimates of Market Value As Is: $230,000 Upon Completion: $630,000 FOSTER VALUATION COMPANY LLC /J - 1 - is IDENTIFICATION OF THE PROPERTY The property being appraised consists of Filing No. 1 of a proposed single family residential subdivision known as Meadow Vale Farm. The subdivision is located in southwestern Weld County, in the northwest quadrant of the intersection of State Highway 119 and Weld County Road 5'%, approximately one and one-half miles west of Interstate 25. The subject is an irregularly-shaped parcel that has been utilized for agricultural purposes for a number of years. It has not been separated from it's larger parcel, which the Weld County assessor's office identifies as Parcel Number 1313-04-0-00-042. Once development commences, individual lots will be assigned their own parcel numbers. LEGAL DESCRIPTION The legal description for Filing No. 1 of Meadow Vale Farm is as follows: A parcel of land being part of the SW'A of Section 4, Township 2 North, Range 68 West of the 6th P.M., Weld County, Colorado, and being more particularly described as follows: Beginning at the Section Corner common to Sections 4/5/8/9, Township 2 North, Range 68 West, and assuming the West Line of said SW'/4 to bear North 01°05'42" East, as determined by a Solar Observation, a distance of 2,671.46 feet with all other bearings contained herein relative thereto: North 01°05'42" East, along said West Line, a distance of 238.40 feet to a point on the Northerly Right-of-Way Line of State Highway#119. Said point being on a curve. The aforesaid line being non-tangent to said curve; Thence along the Northerly Right-of-Way Line of said State Highway #119 by the following three courses and distances: 1. Along the arc of a curve, which is concave to the north, a distance of 572.20 feet, whose radius is 11,310.00 feet, whose delta is 02°53'55", and whose long chord bears South 86°35'11" East, a distance of 572.14 feet; FOSTER VALUATION COMPANY LLC J 2. North 68°26'34" East, along a line being non-tangent to the aforesaid curve a distance of 111.20 feet; 3. South 68°30'54" East, a distance of 2.02 feet to a point on the Northwesterly Right-of-Way Line of the existing Weld County Road #5.5. Said point being the True Point of Beginning: Thence North 65°20'23" East, along the Northerly Right-of-Way Line of said Weld County Road#5.5, a distance of 154.85 feet Thence North 24°39'37" West, a distance of 93.93 feet Thence North 42°41'38" West, a distance of 246.79 feet to a point on a curve. Aforesaid line being non-tangent to said curve; Thence along the arc of a curve, which is concave to the northwest, a distance of 46.55 feet, whose radius is 660.00 feet, whose delta is 04°02'29", and whose long chord bears South 72°38'50" West, a distance of 46.54 feet to a point on said curve; Thence North 15°19'55" West, along a radial line a distance of 60.00 feet Thence North 43°22'32"West, a distance of 86.70 feet Thence North 56°45'03" West, a distance of 385.03 feet Thence North 05°06'47" West, a distance of 72.34 feet Thence North 33°47'53" East, a distance of 273.57 feet to a point on a curve. Aforesaid line being non-tangent to said curve; Thence along the arc of a curve, which is concave to the northeast, a distance of 81.94 feet, whose radius is 845.00 feet, whose delta is 05°33'23", and whose long chord bears South 58°58'48" East, a distance of 81.91 feet to the Point of Tangency; Thence South 61°45'29" East, a distance of 21.08 feet Thence North 28°14'31" East, a distance of 245.00 feet Thence South 60°23'03" East, a distance of 429.50 feet Thence South 58°46'04" East, a distance of 108.60 feet Thence North 17°00'52" East, a distance of 72.49 feet to a Point of Curvature; Thence along the arc of a curve, which is concave to the southeast, a distance of 6.40 feet, whose radius is 1,703.41 feet, whose delta is 00°12'55", and whose long chord bears North 17°07'20" East, a distance of 6.40 feet to a point on said curve; Thence South 72°59'08" East, along a line being non-tangent to the aforesaid curve a distance of 139.79 feet to a Point of Curvature; J FOSTER VALUATION COMPANY LLC / - 3 - / \ Thence along the arc of a curve, which is concave to the southwest, a distance of 145.31 feet, whose radius is 130.00 feet, whose delta is 64°02'35", and whose long chord bears South 40°57'51" East, a distance of 137.86 feet to the Point of Tangency; Thence South 08°56'33" East, a distance of 137.10 feet to a Point of Curvature; Thence along the arc of a curve, which is concave to the northeast, a distance of 65.68 feet, whose radius is 70.00 feet, whose delta is 53°54'26", and whose long chord bears South 35°53'46 East, a distance of 63.46 feet to the Point of Tangency; Thence South 62°50'59" East, a distance of 138.30 feet; Thence South 27°09'01" West, a distance of 185.03 feet to a Point of Curvature; Thence along the arc of a curve, which is concave to the northwest, a distance of 418.41 feet, whose radius is 627.74 feet, whose delta is 38°11'32", and whose long chord bears South 46°14'12" West, a distance of 410.70 feet to a point on said curve; Thence South 00°20'40" East, along a line being non-tangent to the aforesaid distance of 151.17 feet to a point on the Northerly Right-of-Way Line of the aforesaid State Highway#119; Thence along said Northerly Right-of-Way Line by the following two courses and distances: 1. South 89°39'20" West, a distance of 163.42 feet; 2. North 68°30'54" West, a distance of 208.67 feet to the True Point of Beginning. / FOSTER VALUATION COMPANY LLC / - 4 - /1 PURPOSE OF THE APPRAISAL The purpose of this appraisal is to estimate the Market Value of the subject residential land. In accordance with instructions supplied by the client, the value reported is on an "as is" basis for the entire parcel and an "upon completion of construction" basis for the proposed lots. The definitions of Market Value, Market Value As Is, and Prospective Market Value Upon Completion are as follows: Market Value The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller, each acting prudently, knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: 1. Buyer and seller are typically motivated; 2. Both parties are well informed or well advised and acting in what they consider their own best interests; 3. A reasonable time is allowed for exposure in the open market; 4. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; 5. The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.' 'Office of the Comptroller of the Currency (OCC's) Final Rule, 12 CFR Part 34, Subpart C-Appraisals, Section 34.42(O, effective August 24, 1990, and revised November 1992. FOSTER VALUATION COMPANY LLC l-I _ - /� Market Value As Is An estimate of the Market Value of the property in the condition observed upon inspection and as it physically and legally exists without hypothetical conditions, assumptions, or qualifications as of the date the appraisal is prepared.2 Prospective Future Market Value Upon Completion An estimate of the prospective Market Value of the property on the date that construction is completed, based upon market conditions forecast to exist as of the completion date. PROPERTY RIGHTS APPRAISED Property rights appraised are those of the fee simple estate, defined as "absolute ownership unencumbered by any other interest or estate; subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat."3 2Appraisal Policies and Practices of Insured Institutions and Service Corporations, Federal Home Loan Bank Board, "Final Rule," 12 CFR Parts 563 and 571, December 21, 1987. 3The Dictionary of Real Estate Appraisal, Third Edition (Chicago: Appraisal Institute, 1993),p. 140. FOSTER VALUATION COMPANY LLC /J - 6 - APPRAISAL DEVELOPMENT AND REPORTING PROCESS This assignment is to prepare a complete, self-contained, narrative real estate appraisal and report the findings and analysis to support the value estimate. The scope of the appraisal has not been limited in any manner nor has any departure been made from the Uniform Standards of Professional Appraisal Practice (USPAP) guidelines adopted by the Appraisal Standards Board of the Appraisal Foundation. Additionally, this report is in compliance with regulations currently promulgated by the Office of the Comptroller of the Currency (the "OCC" Regulations). A physical inspection of the subject property was conducted, and consid- eration was given to all relevant market influences in order to develop the Market Value estimate. On the basis of this research, the Highest and Best Use was determined, which provided the foundation for the value estimate. A thorough investigation and analysis of comparable market data has taken place, and all appropriate valuation techniques were employed. USE OF THE APPRAISAL This report has been prepared for Bank One to be utilized as a support document to aid in or support decisions related to encumbering the subject property for the benefit of the Bank. DATES OF VALUE Date for the "as is" value of the entire subject property is September 30, 1996. The prospective date of value upon completion of construction is October 15, 1996. FOSTER VALUATION COMPANY LLC - 7 - OWNERSHIP AND PROPERTY HISTORY According to the public records of Weld County, Colorado, ownership of the property being appraised is held by Katharine H. Oliver. The quit claim deed conveying the property from Meadow Vale Farm, Inc., to the present ownership was dated January 16, 1996, and it was recorded in the Weld County clerk and recorder's office on February 6, 1996, at Reception Number 2475228. It was an in-house transaction, and no price was indicated. The property had reportedly been in Mrs. Oliver's family for a number of years. It had not been offered for sale, and there are no recent transfers of ownership that have a bearing on current market value. The property has been platted and approved as the Meadow Vale Farm PUD. Filing No. 1 of this subdivision is the subject of this appraisal. AREA AND NEIGHBORHOOD DATA The property being appraised is situated in southwestern Weld County, Colorado, a little more than twenty miles from Greeley, the county seat. The general area in which the subject is located is known as the Front Range Corridor, an area extending from Fort Collins and Greeley on the north to Pueblo on the south. The corridor, which is adjacent to the east side of the Rocky Mountains, is approximately 100 miles wide. It includes the Denver metropolitan area and contains nearly 80 percent of the state's population, along with most of the state's industrial and technological development. The western third of the county is regarded as the easterly portion of the northern Front Range Corridor and includes Greeley, Windsor, Fort Lupton, and Evans. The overall population of Weld County has grown from 123,438 in 1980 to 131,821 in 1990, according to census figures, for a 6.8 percent overall increase over the decade. The July 1995 Weld County population was estimated to be 147,464, which represents nearly a 12 percent increase from 1990. Although Meadow Vale Farm is located in Weld County, it is influenced more by forces in nearby Longmont and Boulder, both of which are situated in Boulder County. Boulder County is the most industrialized major county in Colorado and ranks first in the United States for the number of firms in high- FOSTER VALUATION COMPANY LLC �J - R - technology manufacturing. Approximately half of the 500 manufacturers in the county are high-tech companies, and they generate an estimated 8080 percent of total manufacturing earnings. Approximately 29,000 persons in the manufacturing sector, representing nearly one-quarter of the county's employed labor force. The City of Boulder and Boulder County have adopted numerous growth management policies in an effort to control population growth. The overall population of Boulder County grew from 189,685 in 1980 to 237,900 in 1990, according to census figures, for a 25.4 percent overall increase over the decade. The January 1, 1996, Boulder County population is estimated to be 260,500, another 9.5 percent increase. Since the area in which Meadow Vale Farm is located is in proximity to the Denver metropolitan area, it is appropriate to discuss some of the population trends in the Denver area as well. The six-county metropolitan area, comprised of Adams, Arapahoe, Boulder, Denver, Douglas, and Jefferson Counties, attracted 230,795 new residents from 1980 to 1990, bringing total population to 1,859,005 in spite of a net loss in population during 1987 and 1988. As of January 1, 1996, the Denver Regional Council of Governments estimates the population to be 2,117,100, an 13.9 percent increase since 1990. From an environmental standpoint, the area is a desirable place to live, which has contributed to the population growth that has taken place. It is characterized by a favorable climate, scenic setting, and recreational opportunities. Topographical features in the area consist of gently rolling plains, becoming more hilly farther west toward the mountains. The South Platte River is the principal drainage basin in the northern part of the Front Range. The St. Vrain northeasterly Vrai Creek is the primary drainage through the immediate area, flowing Y o its confluence with the South Platte River about 17 miles northeast of Meadow Vale Farm. Water supplies, both domestic and irrigation, have their main source from snow in the mountains, approximately 20 to 30 miles to the west. In conclusion, the northern Front Range has grown because of its climate, recreational opportunities, excellent transportation system, and general good quality of life. While the area was adversely affected by over building in certain segments of the market in the mid-1980s, these sub-markets have, for the most part, returned to equilibrium; and growth in advanced technology should bolster the economy in the future. However, the substantial presence of manufacturing, both traditional and advanced technology, makes the area sensitive to national business cycles. Therefore, growth is tied, to some degree, to the national economy. Nevertheless, the long-term outlook for real estate investment appears J� FOSTER VALUATION COMPANY LLC - 9 - good, in general, and affects the Meadow Vale Farm property in a positive manner. ZONING The underlying zoning of the subdivision being appraised is PUD (Planned Unit Development). The subject PUD document was approved during the week of September 23, 1996, but it has not been recorded as of the date of this report. Nevertheless, Meadow Vale Farm is being appraised as it has been approved, for a single family residential development. ASSESSED VALUE AND TAXES The first phase of Meadow Vale Farm has not been split from the larger parcel. It is identified as part of Weld County Parcel Number 1313-04-0-00-042 and Schedule No. 0109887. The larger parcel contains 156.8 acres, and the remainder will ultimately be developed as subsequent phases of Meadow Vale Farm. According to the records of the assessor's office, the larger parcel is assessed for 1996 as follows: Land $16,650 Improvements 9.920 Total $26,570 The property has historically been in agricultural production and has been assessed in accordance with historical use. Its assessment is based on the larger land area of 156.8 acres, or on the basis of $106.19 per acre. Actual value of agricultural land in Colorado is estimated for assessment purposes by capitalizing the landlord's net income into an indication of value using the capitalization rate established by law. Currently, the rate is 13 percent. The county assessor then determines assessed value by multiplying the actual value by 29 percent. The FOSTER VALUATION COMPANY LLC - 10 - amount of ad valorem tax is determined by the product of the mill levy (dollars of tax per $1,000 of assessed valuation) and the assessed valuation of the they Mill levies are set in December of the calendar year for which the apply. Therefore, the 1996 taxes have not been determined. Taxes for 1995 have been paid, and there are no special assessments against the subject property. Once the plat is approved and recorded. the policy of Weld County assessor's officials is to continue to assess the property at its agricultural value until it is fully developed. After the lots are fully developed, they will ultimately be assessed at their individual retail values based on comparable lot sales. Properties are assessed every two years. As of January 1, 1995, the date of value for all properties was set by state statute to be June 30, 1994, which applies for 1995 and 1996. Commencing January 1, 1997, the date of value for all properties will change to June 30, 1996. Therefore, comparable lots for assessment purposes will likely come from sales immediately prior to June 30, 1996. Assessor's officials recognize that not all lots will sell at retail values to one purchaser at one point in time. As a result, they discount them to present value currently utilizing an 11.5 percent discount rate and a 5-year absorption period. Taxes will likely be based on the June 30, 1996, retail lot values. As a result, the actual value for assessment purposes as of June 30, 1996, is estimated to be the same as the average retail lot value estimate of$61,500. However, since the absorption is less that one year, assessor's officials will not catch up with the reassessment until after all of the lots are sold. Forecasting the tax burden is nothing more than a guess under this scenario. The most likely procedure assessor's officials will follow is to tax the property as development land at its as is value estimate of $230,000. At a 29 percent assessment rate, the assessed value is $66,700 ($230,000 x 29 percent). Applying the 1995 mill levy of 115.150 to the assessed value of $66,700, results in average annual taxes of $7,680, or $700 per lot($66,700 x 0.115150 = 11). FOSTER VALUATION COMPANY LLC - 11 - PROPERTY DESCRIPTION The residential subdivision, known as Meadow Farm, of WCR 5'h_,, is southwestern Weld County, north of State Highway 119 and weapproximately one and one-half miles west of Interstat ) 25. Filing i s Pr posed to which consists of 17.653 acres, is the subject of this apprai be developed with 11 lots. Lot sizes can be seen in the following table. Ht1tdS1�1 atw � Lot 1,Block 1 43,792 Lot 2,Block 1 44,778 Lot 3, Block 1 46,782 Lot 1, Block 2 45,691 Lot 2, Block 2 42,138 Lot 3,Block 2 43,647 Lot 4,Block 2 43,407 Lot 1, Block 3 33,219 Lot 2, Block 3 32,970 Lot 3,Block 3 34,443 Lot 4,Block 3 36,553 Total 447,420 Physical Characteristics Access - Primary access to the site is via Interstate 25 and then west approximately one and one-half miles on State Highway 119 to the southern boundary of the project; then northeast on Weld County Road 51/2 approximately 266 feet to the start of Filing No. 1. Shape and Size - The subject parcel is irregularly shaped, as can be seen on the plat following pagedith Deed Plotte 4wrs included in the add ndum as It contains a aire � e boundndary survey p Exhibit B. J/ FOSTER VALUATION COMPANY LLC - 12 - The 11 lots in this filing contain a total of 447,420 square feet, which calculates to 0.62 dwelling units per acre and an average lot size of 40,675 square feet. Topography and Drainage - The subject parcel slopes gently o the east Drainage toward the St. Vrain River, which is just east of the property• appears be adequate. Flood Hazard - According to the Federal Emergency Management Agency, Flood Insurance Rate Map, Community Panel Number 080266 0850 C, effective date September 28, 1982, the subject site is not located within a flood hazard area. Soil and Subsoil Conditions - Although a copy was not available for review, a geotechnical investigation has been conducted by Terracon-Empire Division. It was determined that the site is suitable for the type of single family residential construction proposed, provided recommendations contained in the report are followed. Easements and Encumbrances - The lots being appraised are subject to standard utility easements, as shown on the recorded plats. They do not negatively affect value. Hazardous Substances - Inspection of the property did not reveal the presence of hazardous substances. Past use of the property as agricultural land suggests that there is no reason to believe hazardous materials were ever present. However, if there is a concern, services of an environmental engineer should be engaged. Utilities - Domestic water, sewer, electricity, natural gas, and telephone will be installed to the subject lots. Left Hand Water District supplies domestic water to the development, which will only be utilized for household use. Unlike most Front Range communities, those properties served by Left Hand Water District typically do not have a raw water donation requirement to receive approval for the development. Rather, raw water is paid for as part of the tap fee, which is currently $9,030 for a 5/8-inch residential tap. However, Meadow Vale Farm is going to be master metered, which creates a slightly different set of criteria. Left Hand Water District has required the developer to donate 15 units of Northern Colorado Water Conservancy District stock plus pay $66,010 up to this point, which is the equivalent to 11 taps in the water district. A total of 33 tap-equivalent units are required to develop all 89 lots FOSTER VALUATION COMPANY LLC - 13 - proposed. Therefore, 22 additional tap-equivalent units are necessary, which have been reserved by the developer. With respect to the master meter, it has been determined that a 11-inch meter will provide 92 gallons per minute to Meadow Vale Farm, which is sufficient capacity to serve the 89 lots planned for the entire project. Each lot will be sub-metered in order to equitably allocate the Left Hand Water oDif $tric,500,billings. which The developer is planning to charge each lot purchaser a tap fee is about half the fee if there were no master meter, and this recovery provides additional revenue to the developer. St. Vrain Sanitation District operates the waste water treatment facility that will be servicing the project. K-N Energy, Inc., will supply natural gas to each lot. Brighton-based United Power supplies electricity to the Del Camino area and will serve Meadow Vale Farm. U.S. West Communications provides local telephone services, while there are a number of long distance service providers. Police protection is provided by the Weld County Sheriff's Department, and fire protection is provided by Mountain View Fire Protection District, which has both full-time employees and volunteer fire fighters. Irrigation Water and Fire Protection - In the typical residential subdivision, lawns are irrigated with treated domestic water. The developer is planning to install a separate system using untreated water to irrigate the lawns. The 1-inch line will be installed to a meter at the rear of each lot. The same system, using 8-inch lines, will be tied into the fire hydrants. A redundant power system will be installed for fire safety. Overall, this feature represents a considerable savings to the homeowner by not irrigating with treated water. Meadow Vale Farm is one of the few subdivisions in the area to offer a system of this nature. Relationship to Adjoining Properties The subject property is situated in southwestern Weld County. It is mainly surrounded by agricultural land. The property is the first filing of a 156.8± acre parcel. Eventually, Filings 2 and 3 will adjoin the subject on three sides. On the fourth side is Weld County Road 51/2. FOSTER VALUATION COMPANY LLC - 14 - Complete, Self-Contained Appraisal of MEADOW VALE FARM,FILING NO. 1 de BANK FILE NUMBER C96-01207 Lc4( Located in Weld County, Colorado 41)." Ms. ;'''a Bank One, a, A Bank On e r 201 N. Central Ave e, or Department A- Phoenix, Arizona 85 Date of Report: September 30, 199 Date of As Is Value: September 30, 1996 Prospective Date of Value: October 15, 1996 By W. West Foster,MAI, CRE Foster Valuation Company LLC Cottonwood Commons Offices 1750 25th Avenue, Suite 303 Greeley, Colorado 80631 Federal Tax ID# 84-1157920 FOSTER VALUATION COMPANY LLC September 30, 1996 Ms. Barbara Thorn Bank One, Arizona, NA Bank One Center 201 N. Central Avenue, 5th Floor Department A-889 Phoenix, Arizona 85001 RE: Meadow Vale Farm, Filing No. 1 Bank File Number C96-01207 Dear Ms. Thorn: As requested, I have prepared a complete self-contained appraisal of Meadow Vale Farm, Filing No. 1, a proposed single family residential development located in southwestern Weld County, Colorado. A copy of the Master Appraisal Contract from Bank One is included in the addendum as Exhibit A. The appraisal contains a total of 53 pages and is subject to the assumptions and limiting conditions set forth on pages 51 and 52. The attached appraisal has been prepared in accordance with the current edition of the following: • Tide XI of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA) (12 U.S.C. 3331 et seq.) • The regulations adopted by the Office of the Comptroller of the Currency pursuant to Tide XI, including, without limitation, the appendix thereto consisting of excerpts from the Uniform Standards of Professional Appraisal Practice adopted by the Appraisal Foundation (12 (1-It Part 34, Subpart C) • The Bank's Appraisal Guidelines effective January 1996, as may be amended from time to time W. West Foster. MAI. CRE Sue Anne Foster. MAI, SRA Real Eastate Appraisers & Counselors CInrnissnoal Commons Oltices • I75) '5th \s emit:. Suite 31)3 • Greelec. Colorado N0n31 Ms. Barbara Thorn '---, Page 2 September 30, 1996 y \ 2. L' I inspected the property on September 28, 1996, and have endeavored to consider all factors that affect value. Date for the "as is" value of the entire subject property is September 30, 1996. The prospective date of value upon completion of construction is October 15, 1996. Demand for residential subdivision properties such as the subject appears to be strong. Therefore, when priced appropriately, marketing time for the subject property appears to be reasonable, within twelve months. Real estate taxes for the property being appraised urrent. The narrative re 'Bows describes the methods of valuation used and sets forth the analys'• o and reasoning involved in deriving my conclusions. Based on the in):. and analysis undertaken, I estimate the Market Value of the subject pr. ':. o - as follows: As Is (date of value 9/30/96) ,-401(\ $230,000 Upon Completion (date of value 10/15/96) 4,001 $630,000 submitted, W. West r, i . CRE CO Certifica . isti 11795 opo.00 6. 0886—S6f (OL6) ₹1 x fir- I 1Vd'Id ONISdHd _� •O1 L$V rjai ,c." 10 'A.1..0 Nu75 418 OZB c.2 coo m ,p,,,,„90 nw �/ ,NOltlOH 4 Sfitl3UJ 8 M L.L3� opeaolo0 'Aauno0 PIaM 1 ON' 0 111 �� ci pm. „ ►I W a N0lSIr11Qe0S Nelda 3It+A M00d3W N z 0 WO c� 1 Luz � a- 1 ill NO i4 - � r t � = .k o LAP YY<Y c,ny. 50 W U- 0 --...1--4-e- .. r.._ g 3;-1;,!. iii22 -, \\\ • ` ' S \� n �< 11 F G Z `IC nn IIII III II ' I fL� IIII Iii 5 ,,I \ :,�, / III) ,-t‘4 I I.... ii ; 2'' 1‘ ' A A. ;� III i\ ;. „ , III I-i-A<: ' '�*\• \\ice\ ill /// � '://, �- � I II I 11i IIII Il� i \'� /Skgf 14 1 Q ,,r,i,\.\, � �✓ .� t1, III I ...,\, 1', ICI lilgi Ille ✓ ��,� � � ' IIII HI "'," \ , \,„,, ,. -' 5 yj �,~ i�/ I III v ---\,.. / i/ III I y • t P, :;:il I I Functional Adequacy The site features relatively good topographical characteristics and appears to be functionally adequate for residential use. There do not appear to be any functional limitations for residential development. HIGHEST AND BEST USE The concept of Highest and Best Use is fundamental to the analysis and valuation of any real property. As used here for purposes of this appraisal report, it is defined as follows: "The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value."4 An opinion of the Highest and Best, or Most Probable, Use applies specifically to land and is premised upon, among other things, the site being vacant and ready for development. The Highest and Best Use is the use that fully develops the land's potential. The criteria for determining Highest and Best Use are that the use must be physically possible, legally permissible, financially feasible, and maximally productive; and these criteria must usually be considered sequentially. This analysis must address the type of use that will produce the greatest future benefit to the owner and that will have a strong probability of achievement. There are typically two steps in the Highest and Best Use analysis. First, the Highest and Best Use of the site as if vacant is determined; then, if the site is improved, the property is analyzed considering the existing improvements. Since there are no building improvements on the subject site, it is only necessary to determine the Highest and Best Use as though vacant. 4The Appraisal of Real Estate, 10th Edition (Chicago: Appraisal Institute, 1992), p. 275. FOSTER VALUATION COMPANY LLC lJ - 15 - Physically Possible Uses The 11 single family residential lots in Meadow Vale Farm, Filing No. 1, range in size from 32,970 to 46,782 square feet and average 40,675 square feet. Lot dimensions, sizes, and topography allow for efficient utilization. Access is satisfactory; and proximity to Boulder, Longmont, and the northern portion of the Denver metropolitan area further enhances the property in terms of development potential. Legally Permissible Uses Any use to which the site might be put must be legally permissible. Meadow Vale Farm PUD has been platted and approved for single family residential use. As a result, single family residential use is currently the legally permitted use of the subdivision. Financially Feasible Uses The principle of conformity holds that maximum value is realized when a reasonable degree of economic homogeneity is present. This also implies a reasonable degree of homogeneity in building types and sizes. There are not any other residential uses contiguous to Meadow Vale Farm. Surrounding uses are agricultural. However, residential development is taking place in small pockets in the surrounding area. For example, another property to the west of the subject, a 400± unit manufactured home community known as Longview, has been developed for residential use. It is the only other residential development close to the subject property. Although there are commercial and light industrial uses nearby in proximity to Del Camino, these would not be a compatible use of the subject property. Demand has been strong for single family dwellings in the surrounding area because of its proximity to Boulder, Longmont, and the northern portion of the Denver metropolitan area. The single family residential developments of any size possessing the best proximity to Meadow Vale Farm are Grand View Estates, Hunters Cove, Mulligan Lake Estates, and Feather Ridge. These developments are all either within the Town of Mead or are nearby and have experienced solid sales performance. The most recent home prices range from about $200,000 to $450,000, with averages in the high $200,000s. FOSTER VALUATION COMPANY LLC - 16 - Because of the acceptance of the immediate area for single family residential use and the apparent strong demand, single family residential use appears to be a financially feasible use of the subject property. Maximally Productive Use Based on the investigation, it appears that the Highest and Best Use of the 11 single family lots being appraised is for single family residential use. Spec- ifically, marketing efforts should target a single family residential product in the $230,000 to $300,000 price range. MARKET ANALYSIS In order to perform a market analysis for the single family residential lots being appraised in Meadow Vale Farm PUT), it is necessary to quantify the supply and demand factors with regard to residential housing, particularly with respect to housing supply and demand in the price range indicated in the Highest and Best Use analysis. Market Delineation Geographical Market Study Area - The market study area is considered to be the southwestern part of Weld County. It is typical to delineate the income levels of the population that make up the study area. However, those who are choosing to live in the area typically do not work in the area. They are locating here for commuting convenience and generally come from surrounding communities. Market Demand Analysis It order to quantify demand, it is first necessary to forecast population growth for the study area. It is not possible to forecast population growth in the study area because the majority of the population will come from surrounding FOSTER VALUATION COMPANY LLC JJ - !7 - communities. Nevertheless, there are many factors that will contribute to population growth in the study area. The Denver International Airport will have a significant impact on the northern Front Range, and the area in which Meadow Vale Farm is located is convenient to it. Another factor, and the most significant one, is the anti-growth sentiment prevalent in many surrounding communities. In Larimer and Boulder Counties, the major cities (namely Boulder, Fort Collins, and Loveland) are formulating no- growth strategies. In some instances, there is simply a no-growth policy in the form of development moratoriums; but in many instances, these strategies are more subtle, in the form of placing so many restrictions on development that it is not economically feasible. In conclusion, the anticipated growth these communities are preventing will be directed elsewhere. The preference is in better proximity to the mountains; the study area possesses that convenience, along with a good transportation network. Although it is not possible to reliably forecast population growth in the study area, the area will continue to be desirable. As was determined in the Highest and Best Use section of the report, the most likely range in value for homes developed in Meadow Vale Farm is from $230,000 to $300,000. Supply Analysis Existing Developed Lot Inventories - As of the date of this appraisal, competing existing vacant lot inventory is virtually nil. The 49 lots in Hunters Cove, which average about two acres in size, have sold out. Of the 66 lots in Grand View Estates, 4 lots in the second filing have not closed; but they are under contract and are due to close within a few weeks. Mulligan Lake Estates has 27 of the 70 lots that have not closed. Lot sizes average approximately 1.75 acres, and homes being constructed in the development are at the high end of the price range forecast for Meadow Vale Farm. Feather Ridge Estates has 94 lots much smaller in size than the other developments discussed. Average lot size is about 13,000 square feet, and these do not compete with Meadow Vale Farm. In conclusion, although they are superior in terms of size and surroundings, the 27 lots in Mulligan Lake Estates represent some competition to the Meadow Vale Farm lots. Forecast of Future Competing Single Family Lots - It is difficult to project future supply of lots. Plans professed by the existing area developers are FOSTER VALUATION COMPANY LLC 2 f - 18 - subject to change, and entirely new developers can choose to enter the market and upset the following projections significantly. In addition to a thorough survey of the surrounding area, the Weld County planner responsible for the area was interviewed. As of the date of this report, the only known competition is from Singletree Estates, a 37-lot development. It is situated immediately east of Mulligan Lake Estates and is owned by the same developer. He does not plan to break ground on Singletree Estates until he is nearly sold out of lots in Mulligan Lake Estates because he would be competing with himself to some extent. Summary - The 27 lots in Mulligan Lake Estates and the 37 lots in Singletree Estates represents some competition, but Meadow Vale Farm is targeting a slightly lower price range than these two developments. The most comparable development in the area is Grand View Estates, but it is sold out. Absorption Estimate In this section of the report, factors that bear on the market share that potentially can be captured by the single family residential lots in Meadow Vale Farm will be investigated. That information will be translated into a forecast absorption for the lots being appraised. There are two generally applied methods for estimating the future absorption of an individual subdivision: using the historical absorption rate from the subject project and the absorption rate from the most comparable subdivision. Subject Historical Absorption - Of the eleven lots platted in the first filing of Meadow Vale Farm, five are under contract; and one contract is being negotiated. This would suggest that the absorption period could be within one year for the eleven lots. Most Comparable Subdivision Absorption - The following table shows absorption of lots in two competing subdivisions. The most comparable of the two subdivisions listed in the table is Grand View Estates, which has produced a product somewhat in the same price range as the homes being targeted for development in Meadow Vale Farm. The next is Mulligan Lake Estates, which is targeting a higher end market than Meadow Vale Farm. From January 1, 1996, Grand View Estates has been experiencing an average absorption rate of 1.78 lots per month. Absorption of lots in Mulligan Lake Estates has been at a slower rate of 1.00 lot per month. FOSTER VALUATION COMPANY LLC �J - 19 - i, \� ION • ,t� o 4 :it :o . ,:.»::,:.,,r:..ra;?:R:.o•:R::,tsJD'�x/. J, • eJ:Y.,;y:.J.. :0.q. kC3�. i.YJOpp'':` J..'M:Jf `4: J 4M:R♦y�;'�„�WJ4 y�,•t A � c : A Pt N o-Illg ¢ �: d9 EC.� Subch isumR g r6J 6 J 9. 7AD J = :if J,C s aQ Alftllf Fe) Grand View Estates $43,500 to Oct-92 16 1.78 Second Filing $62,500 Mulligan Lake Estates $65,000 to Oct-92 9 1.00 $110,000 Summary - The data from the most comparable subdivisions develop a range in indicated absorption rates, from 1.0 to 1.8 lots per month. Between them, they have absorbed 2.8 lots per month during 1996; and Grand View Estates is out of lots. Conclusions - The above methods are used to derive indications of the subject property's ability to capture new housing-unit demand in its price range and style of home. The subdivisions that compete most directly with the Meadow Vale Farm lots are Grand View Estates and Mulligan Lake Estates, but Grand View Estates is sold out. Five of the eleven Meadow Vale Farm lots are under contract and are scheduled to close shortly after the lots are fully developed. Based on the preceding absorption data, it appears that 5 of the 11 lots in Filing No. 1 can be absorbed in the first month, and the remaining 6 within a period of about four additional months, or an average of 1.50 lots per month during Months 2 through 5. FOSTER VALUATION COMPANY LLC J J - 20 - APPRAISAL PROCEDURE Estimation of the Market Value of the property being appraised is accomplished by comparison and analysis, employing as many procedures as are appropriate. Standard Methodology Three approaches are generally utilized in estimating the value of real property. These are the Cost, Income, and Sales Comparison Approaches. Then, the approaches are reconciled for a final value conclusion. Cost Approach - With respect to the valuation of residential development land, the value indication developed by the Cost Approach is accomplished by estimating the reproduction cost new of the infrastructure improvements. These include direct and indirect costs plus an allowance for entrepreneurial profit. To this is added the value of the land as though vacant, previously estimated by sales comparison. This approach is used primarily to test the feasibility of proposed subdivision development. Income Approach - In the Income Approach for valuing residential development land, the value estimate is generated via the Anticipated Use and Development Method. This approach utilizes a discounted cash flow model to time the projected cash flows and to discount them to present value. Retail value of each fully developed lot is estimated. The appropriate absorption period is forecast based on a variety of supply and demand considerations. With these data, it is then possible to project the timing of gross revenues. Appropriate expenses are deducted to estimate periodic net revenues. Net revenues are discounted to present worth to arrive at a value indication by the Income Approach. When valuing the site in its "as is" condition (vacant land), it is appropriate to deduct development costs as a line item expense. However, when valuing the lots as though they are fully developed, which is the value "upon completion," it is appropriate to deduct only those selling expenses necessary to effectively market the lots, such as sales commissions, advertising, project supervision, real estate taxes, and so forth. FOSTER VALUATION COMPANY LLC - 31 - Sales Comparison Approach - The application of this approach produces an estimate of the bulk value of a residential subdivision by comparing it with bulk sales of residential lots that have been sold recently or are currently offered for sale in the same or competing areas. The rationale of this approach is to estimate the appropriate discount from gross retail value to wholesale value. The discount is based on that derived from bulk lot sales by comparing the total value of all lots within the subdivision at their retail values to the price obtained through the bulk sale of all lots to one purchaser at one point in time. Reconciliation and Final Estimate of Value - The strengths and weaknesses of each approach are weighed in the final analysis. The approach, or approaches, developed with the most reliable data is typically given the greatest emphasis in concluding the final estimate of value. Methodology Specific to this Appraisal With respect to the Meadow Vale Farm lots being appraised in Filing No. 1, they are not developed as of the date of appraisal. The primary Market Value estimate is being prepared under the assumption that the lots have already been fully developed with all of the infrastructure in place. In order to comply with regulatory considerations, Market Value is also being estimated in the "as is" condition. "As Developed"Market Value Estimate - All three recognized approaches to value will be employed to estimate the "as developed" Market Value of the 11 lots in Filing No. 1 of Meadow Vale Farm PUD. Although the value indication developed by the Cost Approach is not particularly meaningful with respect to the final indication of value, it is helpful when valuing proposed developments. The total cost of production, based on cost estimates, is an important measure of the financial feasibility of the project. The Income Approach, utilizing the Anticipated Use and Development Method, will be employed; and the Sales Comparison Approach will be utilized as a test of reasonableness of the discounting utilized in the Anticipated Use and Development Model. "As Is" Market Value Estimate - Two methods will be employed to develop the "as is" value estimate: land value by direct comparison and the Anticipated Use and Development Method utilizing a discounted model that accounts for costs to fully develop the 11 lots. The Anticipated Use and Development Method is an important tool to test the financial feasibility of the proposed development. FOSTER VALUATION COMPANY LLC 2 •� LAND VALUE ESTIMATE �. When estimating the land value, sales and offerings of similar unimproved sites are analyzed, compared, and adjusted to derive an indication of value for the site being appraised. The comparability between two properties involves adjusting each sale or comparable property with respect to differences in such elements of comparison as property rights conveyed, financing terms, conditions of sale, market conditions (date of sale), location, access, and physical characteristics. Physical characteristics requiring adjustment for comparability include, but are not limited to, items such as topography, size, corner influence, state of development (utilities and streets), zoning, functional utility, and traffic exposure. These adjusted sales prices yield an indication of value for the site being appraised. Appropriate units of comparison for residential development land include price per acre or square foot and price per dwelling unit. When studying the sales data on a price per dwelling unit basis, little consistency was noted. The price per acre and price per square foot appeared to provide the most logical unit of comparison to value the subject site. Because of the size of the site at 17.653 acres, and the manner in which market participants refer to this size of development tract, price per acre is believed to be the most representative in the local market as of the date of value. Comparable Sales Data An extensive search was conducted for residential development land sales in, or close to, the subject neighborhood. Because of the limited amount of data in the immediate neighborhood, a wider search was conducted throughout the northern Front Range for sales of residential development land. A tabulation of the most comparable sales can be seen in the following table, which is faced with a map showing the location of the subject and comparables. Following the tabulation are detailed write-ups for each sale. FOSTER VALUATION COMPANY LLC J/ - 23 - >oax o `c i MINPliteEHzlJ5x1.rs v` 4 <x,<,a. :.aM "� � o;2e^�U ' > �g : ,.c ::E b , Rita '[ .� -3& "G<" ter Zxo8ix 1 02-28-96 $750,000 100.13 $7,490 2479238 2 12-26-95 $342,000 37.63 $9,088 2470377 3 03-19-93 $205,000 19.29 $10,627 2326389 4 05-31-95/ $256,550 23.28 $11,020 2440938 5 02-15-96 $2,840,886 194.20 $14,629 1585014 6 01-27-95/ $664,000 79.84 $8,317 2425594 7 12-12-94/ $263,250 21.06 $12,500 2419288 8 11-15-94/ $126,000 14.07 $8,955 2415878 FOSTER VALUATION COMPANY LLC � - 24 - i LAND COMPARABLE NUMBER 1 t . y _ — - 1 - _ _, '�.eftaw 1/4 we .c.._ r , PIPIII.r. .---- - ------- - - Taken in April 1996 SALE DATE: February 28, 1996(November 1995 Contract) GRANTOR: Kenton H.Brunner GRANTEE: Windsor Old Town,LLC RECORDING INFORMATION: Reception No.2479238,Weld County TOTAL CONSIDERATION: $750,000 LOCATION: Northwestern edge of Windsor.one-half mile north of Hwy 392 LEGAL DESCRIPTION: Part of the SW'%of Section 17,T6N,R67W of the 6th P.M..Weld County,CO ZONING: PDR(Planned Residential Development) UTILITIES: A 16-inch water main borders the western part of the site,but a loop will be required exiting the site to the southeast. Sewer will exit the south central part of the site at 13th Street,but a lift station will be necessary. All other utilities are contiguous to the site. IMPROVEMENTS: An older farmstead of no contributory value TOPOGRAPHY: Nearly level SHAPE: The slightly irregular southern boundary and railroad tracks that cut off a triangularly-shaped wedge in the eastern portion of the site diminish its utility to some extent AREA IN ACRES: 100.13 SALES PRICE PER ACRE: $7,490 TERMS: Cash REMARKS: No water rights were conveyed to the purchasers. Plans are being formulated to develop 319 single family dwelling units. CONFIRMED: With Ken Brunner(seller);4/96 FOSTER VALUATION COMPANY LLC / - '_5 - / - LAND COMPARABLE NUMBER 2 Y .r n .-`'.- " ' .. "".$fr:. y--� • -a M\ \ '-(t.1 SR `s. a: r 4 Taken in April 1996 SALE DATE: December 26. 1995 GRANTOR: Charles E.and Gwenevere LaVoie GRANTEE: Feather Ridge,LLC RECORDING INFORMATION: Reception No.2470377,Weld County TOTAL CONSIDERATION: $342,000(see remarks) LOCATION: E side of WCR 7 and about 1 mile N of original Town of Mead LEGAL DESCRIPTION: Lots 1 through 94,and Lot 96 Feather Ridge Estates,Weld Co.,CO ZONING: R-1 (single family residential) UTILITIES: All available to the site IMPROVEMENTS: Single family dwelling and outbuildings on the 82,462 SF Lot 96 TOPOGRAPHY: Nearly level SHAPE: L-shaped AREA IN ACRES: 37.63 SALES PRICE PER ACRE: $9,088 TERMS: The seller financed$392.000 at an interest rate of 10 percent. The first payment of$100,000 is due December 26, 1996,with the final payment due on December 26, 1997. REMARKS: All water rights necessary for development were conveyed to purchaser. The site had been platted by the purchaser at the time of sale into a 94-lot single family residential subdivision, with lots avenging about 12,000 square feet. Lot 96 sold back to the seller at a price of$150,000,which reduced the sales price from$492,000 to $342,000. CONFIRMED: With Charles LaVoie(seller)and Tim Roth(purchaser);4/96 ' FOSTER VALUATION COMPANY ITC l - 26 - LAND COMPARABLE NUMBER 3 ---7--. .a."1"-._ - ----_-.-----7-_---- --: -.:....... --"h--7-.- - - _est_ Lia r� �. A 1 s *s C ... '; -s s• :- s. .q . � t$ ,�I-4, - - 1 •- ' 1�,- w a ice► �j"aiy .� Taken in April 1996 SALE DATE: March 19, 1993 GRANTOR: Leonard&Mary Ellen Litzenberger GRANTEE: Boulder Scientific Co. RECORDING INFORMATION: Reception No.2326389.Weld County TOTAL CONSIDERATION: $205.000 LOCATION: North edge of the original Town of Mead LEGAL DESCRIPTION: Part of the St of Sec.9,T3N,R68W of the 6th P.M.,Weld Co..CO ZONING: Agricultural,Weld County UTILITIES: All available to the site IMPROVEMENTS: None TOPOGRAPHY: Nearly level SHAPE: L-shaped AREA IN ACRES: 19.29 SALES PRICE PER ACRE: $10,627 TERMS: Seller financed$167,000 from 3/19/93 until paid at the rate of 9% per annum;monthly payments of$1,343.72;entire note is due on 3/19/98. REMARKS: No water rights were conveyed as part of the transaction. Purchaser indicated that he had no immediate plans to develop it but purchased the site because it was across the county road to the west from his current place of business. CONFIRMED: With John Burmingham (purchaser);4/96 / `' FOSTER VALUATION COMPANY LLC J -, LAND COMPARABLE NUMBER 4 --......7.-_-„-<„,....: r ,. l - ----Tt—y -- _ >— => � - _ — - : .•,�- . � � A. • • B "jar der' -_ ` i. C si re,' deet-.>_, ., ? - vlisi _ iit. ' ,7 t - • - ,, :-.41 f Taken in April 1996 SALE DATE: May 31, 1995 GRANTOR: Gary W.and Cindy L.Ward GRANTEE: Plumb Development,Inc..a Colorado corporation RECORDING INFORMATION: Reception No.2440938,Weld County TOTAL CONSIDERATION: $256,550 LOCATION: Northwestern part of Platteville LEGAL DESCRIPTION: The NE/ of Section 24.T3N,R67W of the 6th P.M.,Weld County, CO ZONING: RI and R2(Residential).Platteville UTILITIES: All available to the site IMPROVEMENTS: None TOPOGRAPHY: Nearly level SHAPE: Almost rectangular I AREA IN ACRES: 23.28 SALES PRICE PER ACRE: $11.020 TERMS: Cash REMARKS: No water rights were conveyed. The site was planed as the 89-lot Old I Homestead Farm. CONFIRMED: With Carol Cizek(agent);4/96 FOSTER VALUATION COMPANY LLC J - 28 - LAND COMPARABLE NUMBER 5 yam^ r •CI _ _ Taken in April 1996 SALE DATE: February 15, 1996 GRANTOR: Hewlett-Packard Company GRANTEE: Melody Homes,Inc. RECORDING INFORMATION: Reception No.01585014,Boulder County TOTAL CONSIDERATION: $2,840,886 LOCATION: Northeast edge of Longmont,one mile south of Hwy 66 on south side of 17th Avenue and east side of Pace Street LEGAL DESCRIPTION: Part of the EV2NE1/4 of Section 36,T3N.R69W of the 6th P.M., Boulder County,CO ZONING: PUD-R and R-1 (Residential).Boulder County UTILITIES: All available to the site IMPROVEMENTS: An older farmstead of no contributory value TOPOGRAPHY: Nearly level SHAPE: Approximately rectangular AREA IN ACRES: 194.20 SALES PRICE PER ACRE: $14,629 TERMS: Cash. Third party financing was obtained in the amount of $3,000.000. REMARKS: The tract has been platted as Fox Creek Farm.a 372-unit single family residential development. A tract of 16.023 acres was approved for multifamily development and is being offered for sale. CONFIRMED: With Jim Ferraro (purchaser);4/96 FOSTER VALUATION COMPANY LLC / - 29 - LAND COMPARABLE NUMBER 6 War f It" I. Taken in April 1996 SALE DATE: January 27, 1995 GRANTOR: Barbara J.Johnson-Kielian GRANTEE: McStain Enterprises,Inc. RECORDING INFORMATION: Reception No.2425594,Weld County TOTAL CONSIDERATION: $664,000 LOCATION: East of Longmont on the north side of Colorado Hwy. 119 LEGAL DESCRIPTION: Part of the E1/2 of Sec.5.T2N,R68W of the 6th P.M.,Weld Co.,CO ZONING: RI and 122(Residential),Weld County UTILITIES: All available to the site IMPROVEMENTS: None TOPOGRAPHY: Nearly level SHAPE: Rectangular AREA IN ACRES: 79.84 SALES PRICE PER ACRE: $8,317 TERMS: Third party financing was obtained in the amount of$117,610.80. REMARKS: No raw water was acquired. In order to lower tap fees from the Left Hand Water District, the developer has installed an untreated system for landscape irrigation. A master meter is being used for domestic water that could handle 700 dwelling units. The tract has been developed into a 400±unit manufactured home community known as Longview,where the lots are leased. CONFIRMED: With Tom Hoyt(purchaser);4/96 FOSTER VALUATION COMPANY LLC / - 30 - LAND COMPARABLE NUMBER 7 $s ue a __ �.. ti rte_ /" -- f - Tr —j'a _ r— - J _- _ _ ___. __._ Taken in April 1996 SALE DATE: December 12, 1994 GRANTOR: Grant Brothers GRANTEE: Hepp Investors LLC RECORDING INFORMATION: Reception No.2419288,Weld County I TOTAL CONSIDERATION: $263.250 LOCATION: East edge of Frederick,just to the east of the high school LEGAL DESCRIPTION: Part of the NEB/a of Section 31,T2N,R67W,Town of Frederick,Weld I County,CO ZONING: Residential,Weld County UTILITIES: All available to the site IMPROVEMENTS: None TOPOGRAPHY: Nearly level SHAPE: Irregular AREA IN ACRES: 21.06 SALES PRICE PER ACRE: $12,500 TERMS: The seller financed$163250 at the prime rate charged by a local lender. Two annual payments are specified in the amount of$81,625 plus interest,with the final payment due December 12, 1996. REMARKS: No water rights were conveyed. The buyer had previously developed portions of Maplewood.and this parcel will be known as Maplewood Subdivision Filing No. 3. CONFIRMED: With Gary Hepp(purchaser):4/96 2 �� FOSTER VALUATION COMPANY LLC / - 31 - LAND COMPARABLE NUMBER 8 -. --fi� '''. ......P.,,-� n - �. 9 n� R\ * r� A fin__ 'CO '-.� '�-{ '! r - �;V l . Ali lee ^ 0 ifittrams Taken in April 1996 SALE DATE: November 15, 1994 GRANTOR: A.M.Brown GRANTEE: Fernando Martinez,et al RECORDING INFORMATION: Reception No.2415878.Weld County TOTAL CONSIDERATION: $126.000 LOCATION: Northeast of Twombly Elementary School at the northeast edge of the developed portion of Fort Lupton LEGAL DESCRIPTION: Formerly part of Mountview Subd.,now Aspen Hill.Town of Fort Lupton.Weld County,CO ZONING: R-2(Residential District-Medium Density).Fort Lupton UTILITIES: All available to the site IMPROVEMENTS: None TOPOGRAPHY: Nearly level SHAPE: Irregular AREA IN ACRES: 14.07 SALES PRICE PER ACRE: $8.955 TERMS: The seller financed$63,000 at an interest rate of 8% per annum. Annual payments are 515.777.75; with entire note due and payable on or before December 1,2000. REMARKS: No raw water was conveyed to the purchaser. Aspen Street forms the I southern boundary,and the tract is being platted into 69 single family lots known as Aspen Hill. CONFIRMED: With A.M. Brown(seller):4/96 FOSTER VALUATION COMPANY LLC / - 32 - Analysis of Sales Of the eight preceding transactions, four are selected for further analysis because of their similarity in size. They include Sale Nos. 2, 4, 7, and 8, which are compared to the Meadow Vale Farm subdivision based on the following elements of comparison. Property Rights Conveyed - This considers how the sales price could be affected if there was a lease or other encumbrances affecting the property at the time of sale. None of the land comparables were leased, and there were no apparent encumbrances that adversely affected any of the sales. Therefore, no adjustments are required for property rights conveyed. Financing Terms - Sale Nos. 2, 7, and 8 involved seller financing. Sale No. 4 was a cash transaction. Sale No. 2 was transacted at a price of $492,000, $100,000 of which was paid to the sellers at closing. According to the original deed of trust, the seller financed $392,000. Of that, $100,000 was due within one year; and the remaining $292,000 was due two years after closing. A few days after closing, Lot 96, which contained the building improvements, was conveyed back to the sellers at a price of $150,000, which reduced the obligation by that amount. Confirmation with both parties to the transaction suggested that the price was not affected by beneficial financing. Sale No. 7 involved seller financing but at market rates. Confirmation of the sale suggested that no adjustment was required. With respect to Sale No. 8, it involved seller financing at below market rates. However, when confirming it with the seller, he stated that it was his preference to carry the financing because that rate was superior to what he could obtain elsewhere. As a result, no beneficial financing adjustments will be employed in the analysis. Conditions of Sale - All the sales were arms-length transactions and meet the criteria for the Market Value definition set forth earlier in the report. As a result, no adjustments for conditions of sale are being made. Market Conditions (Date of Sale) - This adjustment is for differences in market conditions, or price changes, occurring between the valuation date and the date of sale. Prices may have appreciated or depreciated as a result of inflation, deflation, or changes in supply and demand. Every effort was made to select the sales as near in date of the transaction as possible to the date of value. Market conditions with respect to residential development land have improved consider- ably during the early 1990s. During the past two to three years residential lot inventories have been nearly depleted, causing a resurgence of new residential FOSTER VALUATION COMPANY LLC J/ - 33 - r subdivision and development activity. The most dated transaction is November 1994, and there does not appear to be justification for a market conditions adjustment between then and the date of value. Location - An effort was made to select sales that had similar locational influences as Meadow Vale Farm. It is near enough to Boulder and Longmont that the development draws purchasers from these communities. Likewise. proximity to the northern Denver metropolitan area influences the development. Sale No. 2 lies just north of the Town of Mead and is influenced in a manner similar to Meadow Vale Farm. Sale Nos. 4 and 7 are on the opposite site of Interstate 25 and are believed to be slightly inferior to Meadow Vale Farm. Sale No. 8 is situated in Fort Lupton in a less desirable environment than Meadow Vale Farm, which requires a positive adjustment when comparing it to the subject property for this element of comparison. Access - Access to Meadow Vale Farm is via Weld County Road 51 from State Highway 119. The county road is not paved as of the date of this report, but plans are to pave it once the subdivision is developed. Sale No. 2 is at the north end of the Town of Mead with its western boundary fronting on an asphalt paved county road. Sale No. 4 is at the western edge of Platteville, with a two lane, graded gravel road forming its north boundary. Sale No. 7 has a two lane, asphalt paved city street extended to its western boundary. Sale No. 8 is bordered on the south by a two lane, asphalt paved city street. When comparing these sale properties to Meadow Vale Farm, no adjustments are necessary. Topography - This element considers the surface features of each sale. All of the sites are considered to be generally level and required no adjustments for this element of comparison. Site Size - Meadow Vale Farm, Filing No. 1, contains 17.653 acres. Every attempt was made to select sales of a similar size. The comparable sales selected for further analysis bracket the subject's size, ranging from 14.07 to 37.63 acres. All other things being equal, a smaller site typically sells at a higher price per square foot than a larger, but similar, site. With sufficient quantities of data, this can be demonstrated with an exponential or power curve because the increase in price is typically nonlinear; but there were too few sales to perform reliable statistical analysis. Only Sale No. 2 was considered to be sufficiently different in size to warrant an adjustment. State of Development and Planning - This adjustment accounts for differences in infrastructure, and so forth, necessary to support the development of FOSTER VALUATION COMPANY LLC J - 34 - is \, the site. For residential development land, this is a difficult adjustment to measure. Although part of the infrastructure has been constructed as of the date of value, the site is being valued as though none of it has been constructed. Meadow Vale Farm is served by all municipal utilities: domestic water, sewer, natural gas, electricity, and telephone. With respect to planning, the subdivision has been platted and approved by Weld County Commissioners. However, the plat has not been recorded and will not be until financing is in place. Sale No. 2 was conveyed to the purchasers by lot. Since the property was conveyed by lot, it appeared on the surface that a fully platted subdivision was conveyed; but upon confirmation with one of the purchasers, it was discovered that they did all of the planning and platted the subdivision prior to their acquisition. One of the reasons for doing this was to make it easier to establish release provisions, and another reason was to delay closing until planning was finalized. All municipal utilities were available to the development, including municipal sewer. With respect to Sale Nos. 4, 7, and 8, they had all municipal utilities available contiguous to the site. Partial planning had been performed prior to the purchases. Soils testing had been performed, and Phase I environmental audits had been conducted. As a result, no adjustments for this element of comparison were believed to be necessary. Raw Water- Raw water with respect to residential developments within the Left Hand Water District is paid in the form of tap fees. Meadow Vale Farm is to be master metered, and the water rights have been acquired to develop the first filing. Sale No. 2 had sufficient water rights for the municipalities to serve the development. However, Sale Nos. 4, 7, and 8 did not, which required positive adjustments when comparing them to Meadow Vale Farm. Functional Utility - This considers the shape and other physical characteristics of a site and how these might restrict its utility. The Meadow Vale Farm property features an irregular shape, but it has relative good utility for residential development, as do all of the sales selected for analysis. FOSTER VALUATION COMPANY LLC - 35 - Summary An attempt was made to select land transactions that were most similar in size to the Meadow Vale Farm site. Nevertheless, some adjustments were required when comparing the sales to the Meadow Vale Farm subdivision. Location and size were the elements of comparison requiring most of the adjustments. After analysis, the sales formed a relatively wide range in indicated value, from $10,906 to $15,000 per acre. Please refer to the Land Sales Comparison Grid on the facing page. Sale Nos. 2, 4, and 7 required the least amount of overall adjustment and produced indications of value at $10,906, $13,224, and $15,000 per acre, respectively. Since no one particular transaction stood out as representing the most reliable indication of value, each of the four indications of value was weighted based on its perceived reliability. In final consideration, the Market Value of the Meadow Vale Farm Filing No. 1 site is estimated to be $12,900 per acre, or as follows: 17.653 acres @ $12,900 per acre = $227,724 Rounded to: $230,000 \"JC FOSTER VALUATION COMPANY LLC - 36 - i COST APPROACH In the valuation of a residential subdivision by the Cost Approach, an indication of value is obtained by adding the estimated land value to an estimate of the cost to develop the residential lots as proposed. Development Cost Estimate The costs to develop Meadow Vale Farm, Filing No. 1, consisting of 11 lots, have been projected from a variety of sources, mostly hard bids, and are included on the facing page. They have been estimated to be $371,535, which calculates to $33,776 per lot. An entrepreneurial profit is not being added to the cost new estimate. The difference between the cost of development and the value of a property after completion is the entrepreneurial profit or loss. Whether a profit is realized depends on how successful the developers have been in selecting a site, constructing the infrastructure, and analyzing market prices and demand. An entrepreneurial profit will not be included in this section, but other valuation methods will be employed to analyze whether entrepreneurial profit exists. Summary - Cost Approach Development Cost New Estimate $371,535 Less Estimated Accrued Depreciation None Depreciated Replacement Cost New Estimate $371,535 Add Land Value (Phase I) 230.000 Total Estimate of Value by the Cost Approach $601,535 Rounded to. $600,000 FOSTER VALUATION COMPANY LLC J/ - 3 7 - /c INCOME APPROACH The Income Approach with respect to the valuation of residential lots typically utilizes the Anticipated Use and Development Method to derive both the "as is" and "as developed" values. For the as developed value estimate, the model will be prepared assuming all 11 lots in the first filing of Meadow Vale Farm are already fully developed with streets and utilities. The same assumptions will be utilized to develop the as is value estimate. However, the remaining costs necessary to fully develop the lots will be deducted as a line-item expense. The Anticipated Use and Development Method is a tool developers use to determine the feasibility of a proposed residential subdivision. The process typically commences with an estimate of the individual retail lot values followed with an estimate of an absorption or sell-out period. With these data, annual gross revenues can be projected. Selling costs, real estate taxes during the holding period, and entrepreneurial profit are deducted from gross revenues to arrive at an estimate of net revenues. Marketing time necessary to sell out the remaining developed lots on an individual basis requires that annual net revenues are discounted to present value by an appropriate discount rate typified by similar types of investments. Lots Available for Sale The 11 lots within the first filing of Meadow Vale Farm that are the subject of this appraisal are shown in the following table. S ♦gE:EMEMESMONa ♦,v♦O 6 yQo5L> c �L \ Ce>» < �'8.� F� ��Ay a9 :¢ tS.o9k..A....v`rc�''.� st..a7{ rt >tz��' �ca�,eaaax' :*: d k•Y ..., h kt1 I111 1 °.:BIb $ %uaN?L'Y' ,�` IODUa <.. 1 43,792 45,691 33,219 2 44,778 42,138 32,970 3 46,782 43,647 34,443 4 43,407 36,553 'Sy::ii':� tli<:::gi ;:4:'"<::S a u i ::`ri`'.:i`.:v:..i yt�. `rrA Total t≤ :�:�'=- �H>�;�:<::<: :�::�"�K:=;:;�:��:�::-::;>;�:;;;:::::<:;��;k<.��: �;i 447,420 FOSTER VALUATION COMPANY LLC �J - 38 - Individual Retail Lot Value Estimate After having compiled an inventory of the lots available for sale, the next step is to estimate the retail market value of each lot. In order to develop the lot value estimates, sales and offerings of similar lots are analyzed, compared and adjusted to derive an indication of value for the lots being appraised. The comparability between two properties involves adjusting each sale or comparable property with respect to differences in such elements of comparison as property rights conveyed, market conditions (time), financing terms, conditions of sale, location, and physical characteristics. Physical characteristics requiring adjust- ment include, but are not limited to, items such as access, topography, size, state of development, views, amenities, and functional utility. These adjusted sales prices yield an indication of value. In order to estimate the Market Value of the Meadow Vale Farm single family residential lots, the preferable methodology would be to first examine the lots that have sold or are under contract within the development, since these would likely be the most comparable. Then, lot sales within competing subdivisions would be analyzed. Meadow Vale Farm - The lots within Meadow Vale Farm are being marketed with Tom Dunn of Coldwell Banker Preferred Realty. As of the date of this appraisal, five lots are under contract at prices ranging from $57,000 to $75,000. The sales cannot be closed as of the date of this report because the plat has not been recorded. Furthermore the contracts require the lots to be fully developed. Competing Subdivisions - The two residential subdivisions believed to be most comparable to Meadow Vale Farm are Grand View Estates and Mulligan Lake Estates. Although all of the lots have sold out in Grand View Estates, this development is believed to be the most similar to Meadow Vale Farm. With the exception of sewer, all of the lots are fully developed with all utilities to the lot lines. Like the subject lots, none had tap fees paid as part of the sales price. FOSTER VALUATION COMPANY LLC - 39 - /c Jsali:' < x F k: � S' ,i 'k_ am,.*„S ' .,A'� `Fs o ,hex .. t��e`' c 1 L2,2nd Filing Grand View Estates 2494968 51,052 06/06/96 $45,000 2 L18,2nd Filing Grand View Estates 2477471 47,132 02/23/96 $60,000 3 L5 Mulligan Lake Estates 2483387 68,868 04/01/96 $65,000 4 L15 Mulligan Lake Estates 2493676 57,369 05/30/96 $75,000 5 L58 Mulligan Lake Estates 2483385 78,887 04/01/96 $85,000 Analysis of the Sales - All of the preceding sales were personally inspected and compared to the lots available for sale in Meadow Vale Farm in order to develop individual lot value estimates. The lots are compared to the subject lots based on analysis of the following elements of comparison. Property Rights Conveyed - None of the sales analyzed were leased at the time of sale. Property rights are of the fee simple estate, and no adjustments are necessary. Financing - All of the sales utilized in the analysis were conducted on a cash basis. Therefore, no financing adjustments are believed to be necessary when comparing the transactions to the Meadow Vale Farm lots. Conditions of Sale - There was no known duress on any of the parties to the transactions. As a result, adjusting the sales for conditions of sale is not believed to be justified. Market Conditions (Time) - The most current transactions were selected for analysis, and there does not appear to be rationale to adjust them for market conditions. Location - The Meadow Vale Farm lots are located in the southwestern part of Weld County in proximity to Boulder County and Denver FOSTER VALUATION COMPANY LLC / - 40 - influences, and the comparable lot sales selected have similar locational influences. Access - The lots being appraised have typical residential subdivision accessibility in this neighborhood, and the lot sales studied have similar access. Topography - The subject lots range from being nearly level to possessing gradual slopes, and the sales are similar. They do not require an adjustment. Size - All other things being equal, a smaller lot typically sells at a lower price than a larger lot. The lots in Grand View Estates are similar to the average size of those in Meadow Vale Farm; but those in Mulligan Lake Estates are larger, which requires a negative adjustment. State of Development - The subject lots are being appraised as though they are fully developed with all of the utilities installed to the lot line; streets are paved; and all off-site costs have been satisfied by the developer. None of the sales required an adjustment. Views - Mountain views are important in the neighborhood. Lots in the comparable subdivisions feature typical views as do those in Meadow Vale Farm. Functional Utility - This element of comparison relates to the shape of a lot or encumbrances that may place restrictions on the manner in which the building is situated. The comparable lots have similar utility to those in the Meadow Vale Farm. Summary - The lot values in Meadow Vale Farm indicated by the comparable sales listed above range from $60,000 to $70,000. Based on the contracts, some of which reflected $10,000 discounts if the purchasers would commit to the project in its early stages to stimulate activity, the average retail lot value within Meadow Vale Farm is initially estimated to be $61,500. Lot sales prices are projected to increase to nearly $68,000 once building commences. FOSTER VALUATION COMPANY LLC l/ - 4l - E ,\ Estimate of Absorption Rate In the Market Analysis section of the report, absorption of the subject 11 lots was forecast to be 5 months, which will be utilized in the Anticipated Use and Development Model. The five lots currently under contract are projected to close within the first month after development is completed, and the remaining 6 are forecast to be absorbed during the next four months. Expenses Expenses relating to the sell-off of lots in Meadow Vale Farm include selling costs and real estate taxes. Selling Costs - Selling costs are incurred whether the lots are sold by a real estate agent or if the developer chooses to advertise, promote, and market his or her own product. Based on personal interviews with real estate agents representing similar subdivisions in this portion of Weld County, their experience suggests that typical selling costs are 7 percent of gross revenues. This includes advertising, ensuring that covenants are enforced during home construction, and a minimal amount of management, as well as typical selling and closing costs. Real Estate Taxes - Please refer to the Assessed Value and Taxes section of the report for more detail. When the property is withdrawn from agricultural production, the lots will be assessed as developed but unimproved at 29 percent of actual value. Taxes were estimated to be $700 per lot. Taxes will remain the responsibility of the developer or subdivision owner until the lots are sold, at which time the burden is shifted to the buyer. Therefore, real estate taxes will decline in proportion to sales. Entrepreneurial Profit Entrepreneurial profit is also referred to as developer's profit, which is the monetary compensation for the time and effort devoted to transform a tract of land from an idea to its successful development. There are no clear-cut rules when to include developer's profit as a line item expense or when to include it as part of the discount rate. However, the general consensus is that the more advanced the development is, the lower the entrepreneurial profit when considering a bulk sale. This is because of the reduced risk in the later stages of the development, particularly if market conditions suggest that the lots as platted are in demand. FOSTER VALUATION COMPANY LLC /J - 42 - In order to estimate the appropriate entrepreneurial profit, several developers were interviewed for previous appraisals of this type of property. There is a fairly substantial divergence of opinion, both in the way developers estimate profit and in the amount of profit incentive required to undertake this type of investment. Some developers interviewed, who are also builders, did not recognize a developer's profit during the land development phase of the project. Rather, they based profit projections on the finished product, while others attempted to achieve a developer's total profit of one third of the gross revenues from lot sales. To complicate the information even further, some purchasers desired only a modest profit from lot development. They are in the real estate brokerage business and seek their profit from real estate commissions on the sale of the finished product. An attempt was made to convert all of the data gathered to a common format to be applied in the manner in which it is to be used in this analysis, profit as a percentage of gross revenues. Information compiled over the past year or more is summarized in the following table.NIZARL. Plat aa<t. �' a �{ gk� '�. <3 , Mae' r fiaa> < r gxa Tom Roche Covington Knolls 20% Dick Weber Weber West 25% Ed On Westridge Farms 30% Dale Boehner Orcus Development 25% Dave Clarkson West Point 25% Joe Whisenand Country Club West 10% Joe Whisenand Fairway Five 25% One appropriate way to treat entrepreneurial profit is to load the discount rate to include profit. However, in this report, profit is taken as a line-item expense. The subject property is fully developed. Therefore, the risk of taking over the project is not as great as if the project were in the beginning stages of development. Of the data presented in the preceding table, only the lots in Country Club West were acquired in the same stage of development as the Meadow Vale Farms lots being appraised. Based on the data gathered, a 5 percent profit is considered to be sufficient incentive to attract an investor to purchase and finish selling out the 11 lots within the subdivision assuming that they are already fully developed. FOSTER VALUATION COMPANY LLC / - 43 - / i Discount Rate The discount rate is based on interviews with developers and commercial lenders, and the applicable rate is estimated to be 15 percent. A recent regional study by a Denver consulting firm reported discount rates for residential development land to range from 10 to 25 percent. Because of the size of this development (11 lots), it is believed that a discount rate of 15 percent is reasonable and will be utilized in the analysis. Anticipated Use and Development Model - As Developed Based on the data presented, the Anticipated Use and Development Model, also referred to as a discounted cash flow model, can be structured. It is included on the facing page. Gross revenue is forecast, and from that expenses are deducted, resulting in net revenue projections. The cash flows are discounted to present value at the appropriate discount rate. The resulting present value of the cash flows represents the As Developed Market Value estimate of the Meadow Vale Farm lots being appraised to be $630,000. Anticipated Use and Development Model - As Is The same assumptions are utilized in the Anticipated Use and Development Model to arrive at the as is Market Value as employed earlier, except for developers profit and development costs. Since the as is Market Value estimate is based on the value of Meadow Vale Farm in its present vacant land condition, there is more risk associated with bringing the project to completion. As a result, a greater entrepreneurial profit is necessary to attract a developer to the project. Additionally, the costs to construct the infrastructure necessary to fully develop the lots must be deducted. Gross revenue is forecast; and from that expenses, development costs and entrepreneurial profit are deducted, resulting in net revenue projections. The cash flows are discounted to present value at the appropriate discount rate. The Anticipated Use and Development Model As Is is included on the following page. The resulting present value of the cash flows represents the As Is Market Value estimate of the Meadow Vale Farm lots being appraised to be $220,000. FOSTER VALUATION COMPANY LLC - 44 - .. .�+ p en N Un of O v, !Ill; V i A GO ao oo v1 N K �'l a Tqi 6en 4 El ei. 9.4 .: Yf 69 � 696r9 �' 4N9. . 0 0 o o in: 1D r- o o en v1 0 r. s en '5 01 . 0 in et Vet' N Vi a act. � val m •y r ��O+ Vll 44 O 69 44 N Otf, 01 pp Q\ G ..r. 64 64 44 p r. 64 4¢ 0 0 0 O a b r oo o in men N O an tn in -5 D\ .-I .-+ N N V11 N 499 O 00 64 NO. N q. - en en o W 00 as t-- en 0 �.o. 01 e'i N.. OOpp 69 C9_ 49 Vi 69 69 495. N 4�9 4A' o R o vii. o eV • O.. '5 O\ ... en N C N .r+ °D. ONO. 7 eenn h. N iftw itt ~ V 6�9 CO Q. a 6a9 " o N CO '0 ON N a D. 69 64 64 p 4? 69 �` '/;S` wa� O O N. N- r- C 1D morn ea N O' 00 01 N tr�_ a '5 a .• V 1� N V1 N N OO O) L*Y in rl —. C ^, C nr NI 6�9 O 699 a N OHO ON 0 : T ti +r 64 69 6R p 49 69 T fa O � GL o00 0 § oovoiet, oin a in '5 ^. vi 1/40 m al. en o en 4,..• r en ‘D �0 ^d ... N O en ON V9 en 10 en'. co G 10 CS `hy ers 6N9 en 6N9 6M4 444 NO N: Q' 62)N N +a.y �' b. 44 49 O H Ail Q V1 V1 tn. p N O Vl a 4 e'V. en en Vfl VVI m o lei O h en o pp a o7ri... 0 d — — N 0 n N. a In C C 0 0 $ 6e. ov1S bppi 6� �' y' h 0 O O N vet o O 0O0. 69 H it Fs to V .� � II .5 2 c� 1 o .5 P . V o ca ms o a 04 cs I' cn m y 3- d .5 m E`-i d o W D. > C A 1 Z Z Z Q F c LZ y D; F7 F Z Ct Ce.C .9 // \, SALES COMPARISON APPROACH When applying the Sales Comparison Approach for residential development land, the value is estimated by comparing bulk, or wholesale, sales of fully developed residential lots to the subject lots. This approach assumes that all of the subject lots have been fully developed to the proposed standards. Once the appropriate wholesale discount is estimated for the lots being appraised, the discount is applied to the subject's estimated retail value in order to estimate value by the Sales Comparison Approach. Sales Data Some of the more representative bulk sales found in the northern Colorado Front Range communities of Greeley, Loveland, and Fort Collins are shown in the facing table. Analysis of the Sales As was shown in the Income Approach, the Anticipated Use and Development Model As Developed produces a total retail lot value for the 11 subject lots of $762,900. The present worth of the net revenues derived from lot sales as shown in the same model was estimated to be $630,000. This calculates to a discount from retail to wholesale of 17.4 percent. The comparable bulk lot sales, which are summarized on the facing page, are utilized to test the reasonableness of this discount. The bulk lot sales range from 14 to 82 lots, and they range in discount from retail to wholesale is from 6.1 to 25.7 percent On the surface, one would think that typically, the larger the number of lots purchased, the greater the discount This takes into consideration the greater risk because of a typically longer marketing period, and greater carrying costs. To some extent, the data tend to support this theory; but there are a number of other factors purchasers take into consideration. For example, some of the purchasers are home builders who are purchasing lots to ensure that they have the ability to continue their home building program; and their profit is generated through the home FOSTER VALUATION COMPANY LLC // - 45 - construction process rather than lot development. Others are in the real estate business; and their profit is generated through real estate commissions, and so forth. As a result, there is investment value to a number of potential purchasers over and above that which a pure investor in residential lots would strive to achieve. Summary Comparing bulk sales of fully developed residential lots to test the reasonableness of the value estimate using the Anticipated Use and Development Model supports the 17.4 percent discount to some degree. In particular, Sale Nos. 3, 9, and 11 range in retail to wholesale discount from 12.5 to 25.0 percent and in number of lots from 14 to 21. When considering the 11 lots in Meadow Vale Farm, the discount rate should be less than the discount reflected in the table for transactions involving the sale of a greater number of lots. Therefore, the value indication for the Meadow Vale Farm lots in Filing No. 1 by the Sales Comparison Approach is estimated to be $630,000 [$762,900 @ 17.4% discount(rounded)]. RECONCILIATION AND FINAL VALUE ESTIMATE The last step in the appraisal process is to conclude a final estimate of value for the subject property. This is accomplished after analyzing the quantity, quality, and reliability of the data utilized, strengths and weaknesses of the different methods of valuation, and applicability of each approach to the type of property being appraised. As Developed A review of the value indications derived from the three approaches to value employed for the Meadow Vale Farm property being appraised is as follows: COST APPROACH $600,000 INCOME APPROACH $630,000 SALES COMPARISON APPROACH $630,000 FOSTER VALUATION COMPANY LLC J/ - 46 - The land value component of the Cost Approach is based on an adequate number of comparable sales put to similar single family residential use. As a result, this portion of the total cost is believed to be well supported. Development costs make up the remainder and, for the most part, are based on hard bids. This approach is included primarily to test the feasibility of the development. If the value indication by the Cost Approach is lower than the value indications developed by the other two approaches, the project is usually considered to be financially feasible. The value estimated by the Income Approach using an Anticipated Use and Development Model was developed with appropriate techniques and assumptions. On the surface, the entrepreneurial profit of 5 percent utilized in the model appears to be inadequate. However, as stated earlier in the appraisal, there are many other factors that play a role, such as builders' profit, real estate commissions, and so forth. These types of lots are typically being developed by home builders or real estate brokers who seek their profit through the finished product. As a result, the model is believed to be based on reasonable assumptions. With respect to the sale of residential lots, a few years ago, when market conditions were soft, there was virtually no activity on which to base a value estimate by the Sales Comparison Approach. During the past two to three years, numerous market participants have come forth, namely home builders and real estate agents. As a result, there is sufficient market activity to extract what appears to be a reasonable discount from retail to wholesale to apply to the subject's total retail lot value estimate. The bulk discount rate that appeared to be the most reasonable for the number of lots being appraised is 17.4 percent. Both the Income Approach utilizing the Anticipated Use and Development Method, and the Sales Comparison Approach are being given consideration. Because of the short sellout period, the model utilized to estimate net present value by the Anticipated Use and Development Method produced an IRR of 43.52 percent, which should be more than sufficient incentive to attract investors. The value estimated by the Sales Comparison Approach suggested a discount from retail to wholesale of 17.4 percent. Both value indications produced a value estimate of $630,000. As a result, the As Developed Market Value of the 11 lots being appraised in Meadow Vale Farm is estimated to be as follows: SIX HUNDRED THIRTY THOUSAND DOLLARS ($630,000) FOSTER VALUATION COMPANY LLC l/ - 47 - As Is With respect to the As Is Market Value estimate, the two primary approaches to value utilized were the Sales Comparison Approach to develop the land value estimate and the Income Approach utilizing the Anticipated Use and Development Method. The land value was estimated by sales comparison, as shown on page 36 of the report, while the Income Approach, using the Anticipated Use and Development Method, is included on page 44. The Anticipated Use and Development Method was similar to the model used to estimate the As Developed Market Value estimate, but entrepreneurial profit was treated differently, and costs necessary to construct the infrastructure were included as a line-item expense. A review of the value indications derived from the two approaches employed is as follows: SALES COMPARISON APPROACH $230,000 INCOME APPROACH $220,000 The land value estimate for the Meadow Vale Farm site is based on an adequate number of comparable sales put to similar use. As a result, the value of the site is believed to be well supported. The value estimated by the Income Approach, using an Anticipated Use and Development Model, was developed with appropriate techniques and assumptions, but it is not considered to be quite as reliable as direct sales comparison. As a result, the land value estimated by the Sales Comparison Approach is given the greatest weight. Therefore, the As Is Market Value of Meadow Vale Farm is estimated to be as follows: TWO HUNDRED THIRTY THOUSAND DOLLARS ($230,000) FOSTER VALUATION COMPANY LLC /J - 48 - MARKETING TIME One of the preferable methods of estimating an applicable marketing period is to study the length of time the comparable sales have been exposed for sale prior to culminating the transaction. Two variables have a significant bearing: price in relation to value and competent brokerage personnel who are marketing the property. If either is out of sync, the marketing period may be lengthy. When possible, marketing time for each sale was confirmed. Many of the sales studied and utilized in this report were marketed within a short period of time. In fact, there are several potential purchasers actively negotiating on tracts of available potential development land in the area. As of the date of this report, there appears to be strong demand for residential development land and single family residential lots. When priced appropriately, marketing time appears to be reasonable, within twelve months. CERTIFICATION OF VALUE I certify that, to the best of my knowledge and belief,... 1. The statements of fact contained in this report are true and correct. 2. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and are my personal, unbiased professional analyses, opinions, and conclusions. 3. I have no present or prospective interest in the property that is the subject of this report, and I have no personal interest or bias with respect to the parties involved. 4. My compensation is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a FOSTER VALUATION COMPANY LLC J/ - 49 - subsequent event. Furthermore, the appraisal assignment was not based cur a ✓.� requested minimum valuation, a specific valuation, or the approval of a loan. G/ 5. I am familiar with the current Uniform Standards of Professional Appraisal Practice (USPAP) and the FDIC Regulations; I have read these documents and understand their requirements. 6. My analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. 7. The reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute. 8. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. 9. As of the date of this report, I have completed the requirements of the continuing education program of the Appraisal Institute. 10. As of the date of this report, I am competent to prepare the appraisal and am certified by the State of Colorado. 11. I have made a personal inspection of the property that is the subject of this report. 12. No one provided significant professional assistance to the person signing this report. I estimate the Market Value of the fee simple estate in the subject residential subdivision to be as follows: As Is (date of value 9/30/96) $230,000 Upon Completion (date of value 10/15/96) $630,000 September 30, 1996 Date W. West Foster, MAI, CRE Colorado Certification #CG00001795 FOSTER VALUATION COMPANY LLC J/ - 50 - is ASSUMPTIONS AND LIMITING CONDITIONS General Assumptions 1. No responsibility is assumed for the legal description or for matters including legal or title considerations. Title to the property is assumed to be good and marketable unless otherwise stated in this report 2. The property is appraised free and clear of any or all liens or encumbrances unless otherwise stated in this report. 3. Responsible ownership and competent property management are assumed unless otherwise stated in this report. 4. The information furnished by others is believed to be reliable. However, no warranty is given for its accuracy. 5. All engineering is assumed to be correct. The plot plans and illustrative material in this report are included only to assist the reader in visualizing the property. 6. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them. 7. It is assumed that there is full compliance with all applicable federal, state, and local environmental regulations and laws unless noncompliance is stated, defined, and considered in this report. 8. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless a nonconformity has been stated, defined, and considered in the report. 9. Unless otherwise stated in this report, the existence of hazardous substances, including without limitation asbestos, polychlorinated biphenyls, petroleum leakage, or agricultural chemicals, which may or may not be present on the property, or other environmental conditions, was not called to the attention of nor did the appraiser become aware of such during the appraiser's inspection. The appraiser has no knowledge of the existence of such materials on or in the property unless otherwise stated. The appraiser, however, is not qualified to test such substances or conditions. If the presence of such substances, such as asbestos, urea formaldehyde, foam insulation, or other hazardous substances or environmental conditions, may affect the FOSTER VALUATION COMPANY LLC - 51 - /, value of the property, the value estimated is predicated on the assumption that there is no such condition on or in the property or in such proximity thereto that it would cause a loss in value. No responsibility is assumed for any such conditions, nor for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in the field of environmental impacts upon real estate if so desired. 10. The Americans with Disabilities Act (ADA) became effective January 26, 1992. No specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA has been made. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since no direct evidence relating to this issue was revealed, possible non-compliance with the requirements of the ADA in estimating the value of the property was not considered. General Limiting Conditions 1. The distribution, if any, of the total valuation in this report between land and improvements applies only under the stated program of utilization. The separate allocations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used. 2. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser, and in any event, only with proper written qualifications and only in its entirety. 3. The appraiser, by reason of this appraisal, is not required to give further consultation, testimony, or be in attendance in court with reference to the property in question unless arrangements have been previously made. 4. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser or the firm with which the appraiser is connected, or any reference to the Appraisal Institute, or to the MAI designation) shall be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and approval of the appraiser. FOSTER VALUATION COMPANY LLC / - 52 - QUALIFICATIONS OF W. WEST FOSTER Education M.S.Degree in Regional Economics, Colorado State University, 1968. B.S.Degree in General Business.Colorado State University, 1964. Course I-A(Basic Principles,Methods and Techniques); Course I-B (Capitalization Theory and Techniques); Course II(Urban Properties,Application of Appraisal Theory and Techniques); Course III(Rural Properties); Course IV(Litigation Valuation); Course VI (Real Estate Investment Analysis); Course VII(Industrial Valuation); Course VIII(Single Family Residential Appraisal); and Course 520(Highest and Best Use and Market Analysis); all given by the AIREA or the Appraisal Institute. Advanced Ranch Appraisal,given by the American Society of Faun Managers and Rural Appraisers. Seminars: Fair Lending and the Appraiser, Understanding Limited Appraisals&Appraisal Reporting Options,plus numerous additional real estate seminars given by the AIREA and later by the Appraisal Institute. Memberships and Designations Appraisal Institute: Designated Member(MM) 1982 to 1986 -National Division of Curriculum 1986 to 1987 -National Committee to write The Appraisal of Real Estate,9th Edition 1987 to 1991 -Board of Examiners,General Demonstration Appraisal Reports 1987 to 1994 -Regional Member,Review and Counseling Division 1991 to 1994 -Regional Representative,Region II 1995 -Vice Chair,Review and Counseling Division 1995 -Vice Chair,Region II and National Board of Directors 1996 -Chair,Region II and National Board of Directors 1996 -Chair,Ethics Administration Division American Society of Real Estate Counselors: Counselor of Real Estate(CRE) 1994 -Vice Chair,Colorado Chapter 1995 -Chair, Colorado Chapter International Right-of-Way Association Greeley Board of Realtors Certified General Real Estate Appraiser. State of Colorado.#CG00001795 Certified General Real Estate Appraiser. State of Wyoming,#169 Professional Experience Foster Valuation Company: Fee Appraiser,April 1981 to present,specializing valuation and counseling with respect to income producing properties. Robert I. Mitchell,MAI,&Associates: Fee Appraiser,March 1976 to March 1981,specializing in rural and income property valuation. Licensed Real Estate Broker. State of Colorado. Qualified in District and Federal Courts as an Expert Valuation Witness. FOSTER VALUATION COMPANY LLC -/ - 53 - EXHIBIT A AIM WESTERN REGION-Real Estate Valuation Group �_ P.O.Box 71.Department A-889 BANK=ONEe Phoenix.AZ 85004 (602)221-2498(FAX) Exhibit"C" FAX R.F.P. (Request for Proposal) ® FAX ADDENDUM C96-01207 to MAC BETWEEN BANK ONE WESTERN REGION AND APPRAISER: West Foster.51AI FIRM NAME: West Foster.MAI STREET ADDRESS: 1750 25th Avenue.Sutie 303 CITY/STATE/ZIP: Greeley.CO 80631 PHONE#: (970)352-1117 FAX#: (970)353-2753 BANK FILE NUMBER: C96-01207 DATE OF REQUEST: August 21.1996 REQUESTOR'S NAME REVIEWER'S NAME Barbara Thorn sisal issues): Bud Fagan.MAI (for contracting issues): (fora pp REQUESTOR'S PHONE: (602)221-2071 or 1092 REVIEWER'S PHONE: (303)738-1494 Please provide a proposal for fee and EXACT delivery date for the APPRAISAL or CONSULTATION service described below no later than 12:00 PM,N/A. If no response is received by the stated time,it will be assumed that you decline to hid on the assignment. It is further assumed your hid will remain valid for 48 hours unless otherwise specified. If your bid is selected,the acceptance will be noted in the signature block and this document will become an Addendum to the MAC and will be returned to you. At that time,this document will serve as your authorization to proceed with the assignment. An original MAC Addendum will be mailed separately Comments (please specify): Valuation Process(See Scope of Process Attached) Report Process(See Scope of Report Attached) E Complete O Limited E Self-Contained ❑ Summary O Form Interest to be Valued and Includes Completion by the Appraiser of the Valuation Premise E Appraiser's Self-Review Checklist (See Page 2) O USPAP Departure Summary Checklist Function of Report: ❑ Portfolio Management Decisions I E Loan Underwriting BORROWER NAME: Meadow-Vale Farm.Inc. PARCEL NUMBER: Unknown PROPERTY NAME: Meadow Vale Farm(1st Filing) STREET ADDRESS: west of 125 on St.Hwy 119 CITY/STATE: SW Weld County,Colorado DESCRIPTION OF THE PROPERTY: Filing I-Eleven platted lots on an approximate 17.653-acre site. Average lot size: I acre CONTACT PERSON: I Donna Taub(Loan Officer) I PHONE NUMBER: 11970)395-',345 DATA TO COMPLETE THE ASSIGNMENT WILL BE PROVIDED BY: Borrower and Bank One COMMENTS: Please plan to provide I original(s)(with original exhibits)and I In addition,please plan to provide]original(s)(with original photocopies of the report to: exhibits)and 1 photocopy of the report to: Bank One.Western Region Mr. Bud Fagan, MAI Bank One Center Bank One, Colorado, NA 201 N.Central Avenue, 5th Floor Littleton Banking Center Department A-889 5734 South Prince Street Phoenix,AZ 85004 Littleton, CO 80160 Please complete the BID BOX below and fax THE ENTIRE REQUEST back to me at(602)221-2498. TYPICAL DELIVERY Fee: Exact Delivery Date: $4,500 October 3, 1996 PREMIUM DELIVERY Fee: Exact Delivery Date: (Target Date is N/A) APPROVED ASSOCIATE APPRAISER(S)(who will No Other Signers assist Principal Appraiser): (Receipt of Data or Other) CONTINGENCY DATES: Not Applic e PRINCIPAL APPRAISER /G;_____---------- DATE (who must inspect property and 9/9/96 and sign the report): By: West Foster, MAI TIME: BID ACCEPTANCE L.,1 DATE (On Behalf of) = and Bank One Western Region By: Bud Fagan, MAI TIME: September 3, 1996 REQUEST FOR PROPOSAL and/or M.A.C. ADDENDUM Meadow-Vale Farms. Inc. File#C96-01207 Filing 1 - Eleven Lots Page 2 Weld County,CO VALUATION SELECTION Stark the letter of up to three Ownership Interest(s). Date(s)of Value and Premise(s)to be valued in the rows be/ow from the Valuation Table. Use Additional Sheet for more than 3 properties or premises) # Ownership Interest(s) Date(s)of Value Valuation Type(s)/ Premise(s) I. A Current Date AIR 2. A Future Date D/M.N and U Valuation Type Table Ownership Interest To Be Valued Type of Value To Be Estimated A. Market Value(MV)"As ii Current Date K.A. Fee Simple B. Leased Fee* B. Fair Value"As Is" Current Date C. Leasehold* C. MV"As IL Complete and Stabilized" Current Date D. Encumbered by Favorable Financing D. Prospective MV Upon Completion of, E. Encumbered by Tax Abatement El Construction Future *When estimating the value of the leased fee estate.if the contract Date lease rates are materially different from market rents.the market O Repairs/Remodeling Future Date value of both the leased fee and fee simple estate must be o Additions Future Date estimated. E. Prospective MV Upon Completion and Reaching Stabilized Occupancy Future Date Valuation Premise Table Owner-User Property Single Tenant(Third Party Lease) Single Family&RLC Production Units A. Credit given to owner-occupied space I. Based on Contract Rental O. Attached/Detached Existing B. Assume Vacant and Available for 1. Assume Vacant and Available for P. Proposed Base Model Floor Plans on a Sale/Lease Sale/Lease Typical Lot(exclusive of any Upgrades) Q. Proposed or Existing Model Homes on Partial Owner-User Property Multi-Tenant Properties Actual Lot(Net of Upgrades/Cost to C. Credit given to owner-occupied space K. Based on Contract Rental with Vacant Restore) D. Assume Vacant and Available for Space Projected at Market Rental Sale/Lease L. Assume Vacant and Available for Land Sale/Lease R. Single Parcel or Pad Special Purpose Property S. Multiple Parcels or Pads E. Going Concern-Continued Subdivision Land or Operation For-Sale Condominium Proiects Misrellapeous/Other F. Based on Existing Use"As if Vacant" M. Retail Values of Ind..Properties. T. Upgrade Analysis G. Conversion to an Alternate Use"As if Lots or Units U. Lot Premium Analysis Vacant" N. Bulk/Discounted Value to a Single V. All Others(See Attached Description) H. Land Value Less Demolition Plus Purchaser of Multiple Properties.Lots or Salvage Units CONTINGENCIES: For any item in the list below which the Appraiser needs to complete the Appraisal(which the Bank does not already have or will have by a certain date).the Appraiser should check the"if needed"box and insert drop dead date in"Date Needed"box. Bank Drop Bank Drop DESCRIPTION Has E if Dead DESCRIPTION Has E if Dead OF ITEM (or Will Needed Date OF ITEM (or Will Needed Date have By): Needed have By): Needed Legal Description Pre-leasing Agmts.or X Letters of Intent Title Report and/or Copies of Tenant or Commitment X Ground Leasels) ALTA Survey or Site Construction Cost Plan Estimate X As-Built Plans and Additions/Remodel Specifications Cost Estimate Preliminary Plans and Listing Agreement Specifications (For Sale or Lease) Three Years+YTD Contracts,escrow Historical Income& instructions and/or Expense Data offers to Buy/Lease Rent Roll and/or Other(please specify): Tenant Register Environmental Other(please specify): Other(please specify): Proforma cc: Donna Taub. 802.41-16: Bud Fagan. 80241-3701: and File EXHIBIT B 11 Date:09-26-1996 Scale: finch =289 feet File: 922.DES Perimeter Tract 1: 17.653 Acres: 714385 Sq Meters:Closure{=,Z,s10.540244ww 01.900.2 feeC 3Precision=1/200718:373 0199=5083633e 137.10 soBau3s.sensaCb4d�1.91 N4m3353060..Ai 6 66,DdtF53.5416 001=n24.3937 54.85 011=s61.4529e 21.08 021=s346..n a 138.30 002=n24.3938w 93.93 46.7 012=n28.1431e 245.00 00 72.335 4138w 246.79 013=s60.2303e 42950 022=s2727.74.1w 185.03 000:Rt,It-60.Art=46.53,DdtsO4.0u9 .fµ2 C'hd+M1�lUia t.De1iF39.11u 005=_365.1955w 60.00 014=558.4604e 108.60 005=n43.2232w 015=n17.0052e 72.49 024=s00.2040e 151.17 006=n43.2232w 86.70385.03 016:R4R=1703.41.Ar�AO.Ddtr�0.1253 025=589.3920W 163.42 007=n56.4503w 1572°°' "° 026=n68.3054w 208.67 008=n05.0647w 72.34 017=s725908e 139.79 009=n33.4753e 273.57 If1Ba405751e..CCi14 1378631.Ddyro64.0235 This note is no longer secured b This note is no longer secured by Deed of Trust dated /e-y-9 Deed of Trust dated. -17"s7, recorded on ./o'95-5" in Book recorded on o2 27 41 in Book C l/� ��77 at Reception No.O`O�i��/7��/ . at Reception No.4.-.7...297`�`� of Weld County Records. Said of Weld County Records. Said D�e/edyy of Trust was released on Deed of Trust vies released on /...:J.l/ /at the request of the t-7-5A2 at the request of the legal holder of indebtedness : I al holder of inde tedne &;7142 firptin #0;6 PUBLIC TRUSg PUBLIC TRUSTEE _.. WELD COUNTY COLORADO 'WELD COUNTY COLORADO Recorded e, .. . .. ..... o'clock ..... Red( Book Page ( 09 Recorder. `Deed Qf Trust_e Public Tutee THIS DEED OF TRUST is a conveyance in trust of real property to the Public Trustee of the county in Colorado in which the Property described below is located. It has been signed and delivered by the"Debtor"to secure the"Indebtedness" owing to the "Beneficiary". THE SPECIFIC TERMS OF THIS INSTRUMENT ARE: Debtor(s): (Give the name(s) and address(es) of each Debtor) Meadow Vale Farm, Inc. , a Colorado corporation 4250 West 16th Street, #46, Greeley, CO 80634 ��[ I•1 E Beneficlary(les): (Give the name(s) and address(es) of each Beneficiary) L �+ Weld County • 915 10th Street, Greeley, CO 80631 g Indebtedness: (Give the date,amount,and maturity of the note(s);or the description oti "r A TI at ton;indi- cate if future advances are provided for) �1 JONES pgLR1DC RU p Egg) yLELR n0UHTY, Real Property Description: (Include county and street address) Lot 4, Block 3 of the First Filing Meadow Vale Farm P.U.D. located in the Southwest Quarter (SW+) of Section Four (4), Township 2 North, Range 68 West of the 6th P.M. , County of Weld, State of Colorado 2517109 B-1573 P-466 10/23/96 04:29P PG 1 OF 2 REC DOC Weld County CO JA Suki Tsukamoto Clerk & Recorder 11.00 Default Interest Rate: 0.0 rlor Encumbrances (If any): This deed of trust is given to secure the obligation of the Debtor pursuant to the Improvements Agreement according to Poli y Regarding Collateral For Improvements (Private Road Maintenance) dated . October 9, 1996 recorded at. 5f7/07 of the records of the Weld Count deer) THE GENERAL TERMS OF THIS INSTRUMENT ARE: and Rec rder. Conveyance and Warranties.For valuable consideration,the Debtor hereby conveys the Properly to the Public Trustee 01 the county in Colorado in which the Properly is located,in trust for the Beneficiary.The"Property"includes the real estate described above(under Specific Terms)together with all of the improvements located on the Property,now or in the future,and all easements,rights,royalties,minerals,property interests under leases,water rights and rights to transport water(including any wells,pumps and motors)and all other appurtenances to the Property of whatever description,includ- ing replacements and additions.The Debtor hereby warrants title to the Property,subject to the following matters: (i)the lien of the general property tax for the year of Ihis Deed of Trust. (ii)any special assessments for Indebtedness not due and payable on the date of this Deed of Trust, (iii)easements, rights-of-way,reservations,covenants,restrictions,and mineral or other leases,to the extent that any of those items has been established by an instru- ment recorded prior to the date of this Deed of Trust in the teal estate records of the County in which the Property is located,or to the extent that any of those items has been established by use,and(iv) any prior encumbrances specifically referred to above(under Specific Terms).This conveyance is in trust for the benefit of the Beneficiary,and the Debtor acknowledges that the Public Trustee of the county in which the Property is located.as well as any duly appointed successor,shall have,with respect to the Property,all of the rights,powers and authority granted by applicable Colorado law and by the terms of this Deed of Trust, including thel power of sale in the event of default. Assignment of Rents and Royalties.In conjunction with the conveyance of the Property to the Public Trustee the Debtor hereby assigns to the Beneficiary as additional security for the Indebtedness all rents,royalties and other payments attributable to the use or consumption of the Property. However,the Debtor shall,unless and until the Beneficiary exercises his acceleration rights following a default,have the right to collect and retain all such rents,royalties and other such payments as they become due and payable. Condemnation Awards.The Debtor hereby assigns to the Beneficiary all condemnation awards paid with respect to the Property,except for any portion of the award which exceeds the balance of the Indebtedness and except for any portion of the award which the Beneficiary elects not to accept. The words"condemnation award"include all payments made by any condemning authority for the taking of or fordamage to the Property or any portion of the Property,and also include payments made In lieu of condemnation.The Debtor retsina the right to that portion of the award which exceeds the amount of Indebtedness due at the time of the award. Waiver of Homestead.The Debtor hereby fully and absolutely waives and releases his right under any Colorado or federal law,including any en- acted in the future,to claim the Property as a homestead or to claim any other exemption with respect to the Property.This paragraph is made for the benefit only of the Beneficiary (as defined below)and may not be relied upon by any other person. Debtor's Retained Rights.The Debtor retains the right to the possession.use and enjoyment of the Property,except as otherwise provided in this Deed of Trust.The Debtor also retains the right to require the Public Trustee to fully release me interest in the Property conveyed to the Public Trustee by this Deed of Trust at such time as the Indebtedness has been fully paid or otherwise satisfied;and the Debtor retains the right to require partial release by the Public Trustee,if provisions for partial releases have been added or referred to below,The Debtor shall be entitled to reimbursement from the benefi- ciary for all costs incurred by the Debtor in obtaining releases or partial releases,to the extent the costs are related to a failure or a refusal of the Benefi- ciary to deliver to the Public Trustee the note evidencing me indeoledness and to deliver any other instruments lawfully required by the Public Trustee. Additions to Indebtedness. The Indebtedness with respect to which this Deed of Trust Is given includes not only the balance from time to time of the Indebtedness described above(under Specific Terms).but also includes all amounts owing under extensions of the note(s)evidencing the Indebted- ness.plus future advances made by the Beneficiary to the Debtor end interest on future advances(If the description of the Indebtedness under Specific Terms mentions future advances),plus all expenditures rightfully made or incurred by the Beneficiary to protect the security of this Deed of Trust and to correct any violations by the Debtor of the covenants of this Deed of Trust,together with interest on the amounts of such expenditures calculated at the default interest rate set forth under Specific Terms. Covenants by Debtor. In addition to warranting title to the Property. the Debtor covenants and agrees: (a) to pay the Indebtedness according to the terms and requirements of the note(a)or other documents evidencing the Indebtedness: lb)to keep the Property in good condition and repair and to neither demolish nor move any improvements without the written consent of the Beneficiary; to neither commit nor permit any act by which the value of the Property would be impaired:to neither violate nor permit the violation of any law affect- ing the use and glen nonce of the Property:and to neither commit nor suffer waste to the Property: (c) to pay,within th4dl[q wed by law,all taxes,assessments and any other charges levied on the Property,if such taxes,assessments and other charges could have, r ver this Deed of Trust; Id)to keep all bu t°dings and. ..insurable structures on the Property continuously insured,at the cost of the Debtor,against perils covered by a stand- ard firminsurance policy vfit'h badorsements for extended coverage,vandalism.malicious mischief,and optional perils:or,at the choice of the Debtor, t0 keep in logrceqewkepl�eappdardlillJ f sk policy.In any case,such coverage shall be provided by one or more companies authorized to issue insurance in (Jolorado and rri'dMbunt pl the coverage shell be equal to the full insurablevalue of all the buildings and other insurable structures,unless the Bene- ficiary agreeig'ri?Mine toe lower amount of coverage.The Beneficiary shall be named as an additional insured of ell such policies under a standard mortgage clause.Each such policy also shall contain a provision requiring written notice to the Beneficiary altruist 30 days prior to the effective dale ol•4ny cancellation or non-rentiwal of the policy,At the request of the Beneficiary,all Insurance policies required by this paragraph,or copies of the on(tgiee^shall be kept In his'possession: y` .. ..a,-, , hi./cl3 Pyx.J.n,:i\/�r),A a teal UPDATE LEGAL FORMS This form contains a due-on-sale clause; NO.301 P.O.Box 1815'Greeley,Colorado 80832 strike out if clause inappropriate. 13031356-1199 n - ref if the Property constitutes an interest in a condominium unit.to comply with all restrictions end requirements imposed by the condominium declara- q y�1 tion and by the bylaws,rules and regulations of the homeowner's association. It) to refrain from changing the zoning of the Properly, without the written consent of the Beneficiary'. Ip) to pay when due the Indebtedness secured by any prior encumbrance'. (hl to reimburse the Beneficiary for any amounts which the Beneficiary advances in order to cure defaults by the Debtor with respect to the payment of taxes,assess manta,insurance premiums,and amounts due on prior encumbrances,and to pay interest on the amount advanced at the default inter- est rate;the Debtor hereby authorizes the Beneficiary to cure any such delaulte by the Debtor: (i) if a foreclosure proceeding is commenced,to pay all of the coats of the proceeding including but not necessarily limited to public trustee's fees,publi- cation costs,the cost of obtaining title evidence,and reasonable attorney's fees and to reimburse the Beneficiary for any of those items paid by the Beneficiary together with interest at the default interest rate: (j) to surrender possession of the Property peacefully at such lime as the Debtor's right of possession of the Property terminates; (k) if the Property consists in part or entirely of the Debtors interest as a lessee to comply with and satisfy in a timely manner all of the obligations under the lease Default and Acceleration.The Debtor will be considered to have defaulted under this Deed of Trust if the Debtor(i)defaults on the note(s)or other instrument evidencing the Indebtedness or lir)fails to perform Or observe any other covenantor term of this Deed of Trust,or(iii)is adjudicated a bank- rupt or makes a general assignment for the benefit of his creditors.In the event of any such default,the Beneficiary may declare the entire balance of the Indebtedness immediately due and payable(i.e.,may"accelerate"the Indebtedness)and may then lake the following remedial actions: the Beneficiary may take immediate possession and control of the property and repair and maintain it at the expense of the Debtor;the Beneficiary may collect and re- ceive any and all rents,issues,end profits from the Property,and the Beneficiary may apply for the appointment of a receiver and shall be entitled to such appointment as a matter of right.without regard to the solvency or insolvency of the Debtor and without regard to the value Of the Property and its ade- quacy as security for the Indebtedness:the receiver may be appointed by a court of competent jurisdiction upon ex pane application and without notice. notice being expressly waived by the Debtor. In addition.the Beneficiary may institute foreclosure.as provided in the next paragraph. Foreclosure.If the Debtor defaults under this Deed of Trust,and whether or not the Beneficiary elects to accelerate the l ndebtedneas(as allowed un- der the precedinglparagraph)the Beneficiary may institute the sale of the Property by making the demand and giving the notices required by Colorado law.The sale may be held pursuant either to a court foreclosure suitor to an administrative proceeding conducted by the Public Trustee.The sale shall be scheduled and conducted and notice of the sale and of the rights to Cure defaults and to redeem shall be given,all as provided by Colorado law.Unless Colorado law provided otherwise,notice of sale shall be advertised weekly for not less than four weeks in some newspaper Of general Circulation in the county where the Property is located.The sale shall be public and shall be held at the front door of the court house In which the Property is located.or at such other lawful place as provided by law.The Property shall be sold to the highest bidder.The Beneficiary may become a purchaser of the Property at the sale.The Property shall be sold in separate parcels ores one parcel.as the Public Trustee determines would be most advantageous.The Public Trus- tee shall issue all certificates and deeds as authorized and required by Colorado law The Public Trustee shall deal with the proceeds of the sale as pro- N vided by Colorado law.and no purchaser shall be obligated to see to the application of those proceeds The sale shall forever bar the Debtor from claiming W any Interest in the Property. subject to all rights of redemption provided by Colorado law O Application of Funds.Amounts payable byinsurors under hazard insurance policies covering the Property.whether paid to the Debtor or the Bene- ficiary,shall be used to restore or repair the Property unless,in the reasonable judgement of the Beneficiary.it would be necessary to apply all or a portion N of the proceeds to the Indebtedness in order to protect the security of the Beneficiary.In order to enable the Beneficiary to exercise his rights under this paragraph,the Debtor shall promptly inform the Beneficiary as to the fact of any loss or damage to the Property,the amount of available insurance pro- rj coeds, cost of restoration or repair.and as to all other information reasonably requested by the Beneficiary.Any insurance proceeds which are to be Rr paid on the indebtedness,following the Beneficiary's reasonable determination that such payment is necessary to protect his security,and any amounts W received by the Beneficiary or by a receiver from condemning authorities or from persons paying rent or royalties alter a default.shall be applied in the OS following manner in the following order. Ii)as a payment to the Beneficiary to reimburse him for costs,including reasonable attorney's lees.incurred to N collect such amounts. lit)as a payment in satisfaction of any past-due payments on the Indebtedness: (iii)as a pre-payment on the Indebtedness;and .. (iv)as a refund to the Debtor,to the extent that the Indebtedness has been fully paid.Any amounts applied as a partial pre-payment of the Indebtedness O shall not defer or alter the timing and amounts of installments of Indebtedness thereafter falling due,except to the extent that the installments last falling due are satisfied by virtue of any partial pre-payment. t0 on Subsequent Parties.Ali references in this Deed of Trust to the"Beneficiary"include not only the Beneficiary named under Specific Terms above, but also any person or entity who becomes the owner of the note(s)or other evidence of the Indebtedness after the date of this Deed of Trust:the refer- 01 ence also includes the holder of a certificate of purchase issued in conjunction with a foreclosure sale under this Deed of Trust.If any person other than - N the Debtor acquires any interest in the property in the future.that person shall be subject to all olthe covenants,obligations,and restrictions of thisDeed O of Trust to the same extent as the Debtor.and accordingly,all references in this Deed of Trust to the"Debtor"include that person:this shall not,however, s-1 release the original Debtor or any intervening Debtor from obligation on this Deed of Trust and on the note Or other instrument evidencing the Indebted- ness,to the extent that those obligations otherwise exist. koko Due on Sale.If all or any part of the Property or any interest in the Property is sold or transferred in a transaction which is a"prohibited sale or trans- ler".the Beneficiary may,at his option.treat this Deed of Trust as being in default and may accelerate the Indebtedness as provided above.If the Benefi- II diary is prohibited by Colorado law from declaring the default and acceleration,the Beneficiary may nevertheless require the transfereetoaccept a lawful al interest rate increase,the refusal or failure of the transferee to accept in writing the lawful interest rate increase shall constitute in itself a default under this Cr) Deed of Trust.A"prohibited sale or transfer"is any sale or transfer.including one in which the conveyance of title is deferred,and including the granting t- of an option to purchase exercisable at a future date.but not including (i)the creation of a lien or encumbrance subordinate to this Deed of Trust, (ii)the s-I transfer of title by devise or descent,or by operation of law upon the death of ajoint tenant.(iii)the grant of any leasehold interest of three years or less not I containing an option to purchase.or (iv)a sale or other transfer to which the Beneficiary consents in writing.Notwithstanding any Other provision of this SCI paragraph.the Beneficiary Shall have no right to declare a default if the Beneficiary and the transferee mutually agree in writing to the assumption ofthe Indebtedness by the transferee. (This paragraph is optional and is to be crossed-out if not agreed to.) o' Miscellaneous Provisions. The following miscellaneous provisions shall apply. O e-I Cal any forebearance by the Beneficiary in exercising any right or remedy shall not affect the rights of the Beneficiary with respect to subsequent defaults n or violations: M (b) all remedies provided by this Deed of Trust are oistinct and cummulative to any other right or remedy either under this Deed of Trust or available by N any law or statute.and all such remedies may be exercised concurrently. independently,or successively: Ici if two or more persons have signed as"Debtor",they are jointly and severally obligated; Id) in the event that any provision or clause of this Deed of Trust is in conflict with applicable law.the conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision: le) the Procedural provisions of this Deed of Trust shall be deemed to be automatically amended as necessary to conform to any Colorado statute or rule of court.now existing or adopted after the date of this Deed of Trust,to the extent that such statute or rule of court provides procedures which are in t...iil,ct with those set forth in This Deed of Trust and to the extent that the statute or rule of court is applicable to the security transaction which is the subject of this Deed of Trust. D — Ili if the Debtor and the Beneficiary have agreed to additional terms and conditions respecting this security transaction,including as an example an io agreement to establish a fund to he used to pay taxes and insurance premiums or an agreement providing for partial releases of this Deed of Trust. then any such supplimental agreement.if in writing,signed and acknowledged.shall be given effect and it any of its provisions conflict with those sot N iorth in this Deed of Trust the provisions of the supplimental agreement shall control; if this Deed of Trust has been recorded,the supplimental p agreement, to be effective.also must be recorded, a igi words in this Deed of Trust denoting the singular shall be read as denoting the plural,and masculine pronouns shall be read as feminine or neuter pro- 5 nouns. it the circumstances so require. us ihl paragraph headings are for the '•ceders convenience and shall not be considered in determining the meaning of this instrument A Date of this Deed of Tiubi October 9. 14.°L6 3 Executed by the Debtor(s) as of the above date. P Signature Clause for Corporation, Partnership or Association: Signature Clause for individual(s): MEADOW VALE FARM, INC. , a Col nrario rnrpnrat1 nn e of Cor or on. Partnership Association Debtor et By FLOYD IVER, JR. , esident Debtor Si KAT ARINE H. OLi2_ IVE ERR,/ Secretary n Debtor A!ivy et�LateyI <� 1✓ .0.LCLIJ.Pir) ...sss STATE OF COLORADO se. -PpY PU'•• COUNTY OF WELD .///v............60 "•,t The foregoing instrument was acknowledged before me this gth day of Opt a-:e ":SS. By • FLOYD OLIVER, JR. , and KATHARINE H. OLIVER. i :el Der K..� "•n •name ind,vioiial Debtorisi or if Debtor is Corporation.Partnership or Association,then identify signers as presid: t oriocemearaasrl9Ma sicret 1 or assistant secretary of corporation a' as partners 51 of partnership or as authorized member(s) or association.) ••, O1�//�\ .4' ......••^.*:- WITNESS my hand and ofliciai seal .v� v( .O &cC.-' 1 •. s.;: ... . My commission expires: /U+- d-000 y�J—"'-I_ Notary Public nn-P.ACi. Oak,arm Ml'amm.Dykesct 7,Q1000 )-1: 50 Lo. Iftp-Fh S+- #-t---I LP , . C+reel,ELI , ND 'Le'3y Reci o'clock . . . .. .... . . ..... ... . . . . .... . .. Book Page Reci -4-4 7 Recorder. cam- `Deed el Trust—Public Trustee THIS DEED OF TRUST is a conveyance in trust of real property to the Public Trustee of the county in Colorado in which the Property described below is located. It has been signed and delivered by the"Debtor"to secure the"Indebtedness" owing to the "Beneficiary". THE SPECIFIC TERMS OF THIS INSTRUMENT ARE: �® Debtor(s): (Give the name(s) and address(es) of each Debtor) Meadow Vale Farm, Inc. , a Colorado corporation 4250enef West 16th: Street, #46, Greeley, CO 80634 044S1‘. �Benellclary(les): (Give the names) and addresses) of each Beneficiary) Weld County 915 10th Street, Greeley, CO 80631 , � Indebtedness: (Give the date, amount,and maturity of the note(s);or the description other tV�RI of obliotrfret cafe if future advances are provided for) �4>�9.O �'4 ri 0 Real Property Description: (Include county and street address) Lot 2, Block 1 of the First Filing Meadow Vale Farm P.U.D. located in the Southwest Quarter (SW-j-) of Section Four (4) , Township 2 North, Range 68 West of the 6th P.M. , County of Weld, State of Colorado Default Interest Rate: 0.096 Prior Encumbrances (If any): This Deed of Trust is given to secure the obligations of the Debtor pursuant to the Improvements Agreement according to Policy Regarding Collater 1 for Improvements (Private Road Maintenance) dated October 9, 1996, recorded under Reception No. 2517107 of the real estate records of the Clerk and Recorder of Weld THE GENERAL TERMS OF THIS INSTRUMENT ARE: County. Conveyance and Warranties.For valuable consideration,the Debtor hereby conveys the Property to the Public Trustee of the county in Colorado in which the Property is located,in trust for the Beneficiary.The"Property"includes the real estate described above(under Specific Terms)together with all of the improvements located on the Property,now or in the future,and all easements,rights,royalties,minerals,property interests under leases,water rights and rights to transport water(including any wells,pumps and motors)and all other appurtenances to the Property of whatever description.includ- ing replacements and additions.The Debtor hereby warrants title to the Property,subject to the following matters: (i)the lien of the general property tax for the year of this Deed of Trust. (ii)any special assessments for Indebtedness not due and payable on the date of this Deed of Trust, (iii)easements. rights-ol-way,reservations,covenants,restrictions,and mineral or other leases,to the extent that any of those items has been established by en instru- ment recorded prior to the date of this Deed of Trust in the real estate records of the county in which the Property is located.or to the extent that any of those items has been established by use,and(iv) any prior encumbrances specifically referred to above(under Specific Terms).This conveyance is in trust for the benefit of the Beneficiary,and the Debtor acknowledges that the Public Trustee of the county in which the Property is located,as well as any duly appointed successor.shall have.with respect to the Property,all of the rights,powers and authority granted by applicable Colorado law and by the terms of this Deed of Trust.including thel power of sale in the event of default. Assignment of Rents and Royalties.In conjunction with the conveyance of the Property to the Public Trustee the Debtor hereby assigns to the Beneficiary as additional security for the Indebtedness all rents,royalties and other payments attributable to the use or consumption of the Property. However,the Debtor shall,unless and until the Beneficiary exercises his acceleration rights following a default,have the right to collect and retain all such rents, royalties and other such payments as they become due and payable. Condemnation Awards. The Debtor hereby assigns to the Beneficiary all condemnation awards paid with respect to the Property,except for any portion of the award which exceeds the balance of the Indebtedness and except for any portion of the award which the Beneficiary elects not to accept. The words"condemnation award"include all payments made by any condemning authority for the taking of or for damage to the Property or any portion of the Property,and also include payments made in lieu of condemnation.The Debtor retains the right to that portion of the award which exceeds the amount of Indebtedness due at the time of the award. Waiver of Homestead.The Debtor hereby fully and absolutely waives and releases his right under any Colorado or federal law,including any en- acted in the future,to claim the Property as a homestead or to claim any other exemption with respect to the Property.This paragraph is made for the benefit only of the Beneficiary (as defined below)and may not be relied upon by any other person. Debtor's Retained Rights.The Debtor retains the right to the possession.use and enjoyment of the Property,except as otherwise provided in this Deed of Trust.The Debtor also retains the right to require the Public Trustee to fully release the interest in the Property conveyed to the Public Trustee by this Deed of Trust at such time as the Indebtedness has been fully paid or otherwise satisfied:and the Debtor retains the right to require partial release by the Public Trustee.if provisions for partial releases have been added or referred to below.The Debtor shall be entitled to reimbursement from the benefi- ciary for all costs incurred by the Debtor in obtaining releases or partial releases,to the extent the costs are related to a failure ore refusal of the Benefi- ciary to deliver to the Public Trustee the note evidencing the Indeoledness and to deliver any other instruments lawfully required by the Public Trustee. Additions to Indebtedness. The indeotedness with respect to which this Deed of Trust is given includes not only the balance from time to time of the Indebtedness described above(under Specific Terms).but also includes alt amounts owing under extensions of the note(s)evidencing the Indebted- ness.plus future advances made by the Beneficiary to the Debtor and interest on future advances(II the description of the Indebtedness under Specific Terms mentions future advances),plus all expenditures rightfully made or incurred by the Beneficiary to protect the Security of this Deed of Trutt and to correct any violations by the Debtor of the covenants of this Deed of Trust,together with interest on the amounts of such expenditures calculated at the default interest rate set forth under Specific Terms. Covenants by Debtor. In addition to warranting title to the Property, the Debtor covenants and agrees: (a) to pay the Indebtedness according to the terms and requirements of the note(s)or other documents evidencing the Indebtedness; (b)to keep the Property in good condition and repair and to neither demolish nor move any improvements without the written consent of the Beneficiary: to neither commit nor permit any act by which the value of the Property would be impaired;to neither violate nor permit the violation of any law affect- ing the use and maintenance of the Property'.and to neither commit nor suffer waste to the Property: lc) to pay. within the time allowed by law,all taxes,assessments and any other charges levied on the Property,it such taxes.assessments and other charges could have priority over this Deed of Trust, ler Id)to keep all buildings and other nsurable structures on the Property continuously insured,at the cost of the Debtor.against perils covered by a stand- A` and lire insurance policy with endorsements for extended coverage,vandalism,malicious mischief,and optional perils;or,at the choice of the Debtor,to keep in force a standard all-risk policy.In any case,such coverage shall be provided by one or more companies authorized tb mime insurance in • J Colorado and the amount of the coverage shall be equal to the full insurable value of all the buildings and other insurablestructures.'unhfes free Oene-liciary agrees in writing to a lower amount of coverage.The Beneficiary shall be named as an additional Insured of all such pullciee'under a standard mortgage clause.Each such policy also shall contain a provision requiring written notice to the Beneficiary at least 30days prierlb theeifective dale t of any cancellation or non-renewal of the policy.At the request of the Beneficiary,all Insurance policies required by this peregriph,or-copies of the policies, shall be kept in his possession'. • a 1ee1 UPDATE LEGAL FORMS 2535247 B-1593 P-1136 02/27/1997 02:45P PG 1 OF 2 REC DOC P.o.Box,a,s•Greeley,0o10rado 80632 Weld County CO SA Suki Tsukamoto Clerk & Recorder 0.00 1303135o-119p 4..\ let if the Property constitutes en interest in a condominium unit,to comply with all restrictions and requirements imposed by the condominium declara- tion and by the bylaws, rules and regulations of the homeowner's aasouiatr'n, (I) to refrain from changing the zoning of the Property,without the written consent of the Beneficiary: (g) to pay when due the indebtedness secured by any prior encumbrance: Ih) to reimburse the Beneficiary for any amounts which the Beneficiary advances in order to cure defaults by the Debtor with respect to the payment of \ taxes,assessments,insurance premiums,and amounts due on prior encumbr`nces,and to pay interest on the amount advanced at the default inter- ^ (Th est rate: the Debtor hereby authorizes the Beneficiary to cure any such delaufts by the Debtor; `` , 0) if a foreclosure proceeding is commenced,to pay all of the costs of the proceeding including but not necessarily limited to public trustee's fees,publi- cation costs,the cost of obtaining title evidence,and reasonable attorney's fees and to reimburse the Beneficiary for any of those items paid by the 1 Beneficiary together with interest at the default interest rate; (j) to surrender possession of the Property peacefully at such time as the Debtor's right of possession of the Property terminates: =1. (k) if the Property consists in part or entirely of the Debtor's interest as a lessee to comply with and satisfy in a timely manner all of the obligations under V•� the lease. Y Default and Acceleration.The Debtor will be considered to have defaulted under this Deedot Trust it the Debtor(i)defaults on the note(s)or other instrument evidencing the Indebtedness or In)fails to perform or observe any other covenantor term of this Deed of Trust,or(iii)is adjudicated a bank- rupt or makes a general assignment for the benelit of his creditors.In the event of any such default,the Beneficiary may declare the entire balance of the Indebtedness immediately due and payable(i.e..may"accelerate"the Indebtedness)and may then take the following remedial actions: the Beneficiary may take immediate possession and control of thq Property and repair and maintain it at the expense of the Debtor;the Beneficiary may collect and re- ceive any and all rents,issues,and profits from the Property:and the Beneficiary may apply for the appointment of a receiver and shall be entitled to such appointment as a matter of right,without regard to the solvency or insolvency of the Debtor and without regard to the value of the Property and its ade-mpetent iction n ex no notice being exlpressly waived by the s,the DebtorCeiver In addition, the Beneficiary may by a court institute foreclosudre,as provided parte In the nelication xt paragrap without notice. Foreclosure.II the Debtor defaults under this Deed of Trust,and whether or not the Beneficiary elects to accelerate the Indebtedness(as allowed un- der the preceding paragraph)the Beneficiary may institute the sale of the Property by making the demand and giving the notices required by Colorado law.The sale may be held pursuant either to a court foreclosure suit or to an administrative proceeding conducted by the Public Trustee.The sale shall be scheduled and conducted and notice of the sale and of the rights to cure defaults and to redeem shall be given,all as provided by Colorado law.Unless Colorado law provided otherwise.notice of sale shall be advertised weekly for not less than lour weeks in some newspaper of general circulation in the county where the Property is located.The sale shall be public and shall be held at the front door of the court house In which the Property is located.or at such other lawful place as provided by law.The Property shell be sold to the highest bidder.The Beneficiary may become a purchaser of the Property at the sale.The Property shall be sold in separate parcels or as one parcel,as the Public Trustee determines would be MOM advantageous.The Public Trus- tee shall issue all certificates and deeds as authorized and required by Colorado law The Public Trustee Shall deal with the proceeds of the sale as pro- vided by Colorado law.and no purchaser snail beObligaled to see to the application of those proceeds The sale shall forever bertha Debtor from claiming any interest in the Property subject to all rights of redemption provided by Colorado law. Application of Funds.Amounts payable by insurors under hazard insurance policies covering the Property,whether paid to the Debtor or the Bene- ficiary,shall be used to restore or repair the Property unless.in the reasonable judgement of the Beneficiary,it would be necessary to apply all or a portion of the proceeds to the Indebtedness in order to protect the security of the Beneficiary.In order to enable the Beneficiary to exercise his rights under this paragraph,the Debtor shall promptly inform the Beneficiary as to the fact of any loss or damage to the Property,the amount of available insurance pro- ceeds.the cost of restoration or repair,and as to all other information reasonably requested Dy the Beneficiary.Any insurance proceeds which are to be paid on the Indebtedness,following the Beneficiary's reasonable determination that such payment is necessary to protect his security,and any amounts received by the Beneficiary or by a receiver from condemning authorities or from persons paying rent or royalties after a default.shell be applied in the following manner in the following order 0)as a payment to the Beneficiary to reimburse him for costs.including reasonable attorney's fees.incurred to collect such amounts: pi)as a payment in satisfaction of any past-due payments on the Indebtedness, (iii)as a pre-payment on the Indebtedness;and (iv)as a refund to the Debtor.to the extent that the Indebtedness has been fully paid.Any amounts applied as a partial pre-payment of the Indebtedness shall not deter or alter the timing and amounts of installments of Indebtedness I hereafter tailing due,except to the extent that the installments last falling due are satisfied by virtue of any partial pre-payment. Subsequent Parties.All references in this Deed of Trust to the"Beneficiary"include not only the Beneficiary named under Specific Terms above, but also any person or entity who becomes the owner of the note(s)or other evidence of the Indebtedness alter the date of this Deed of Trust;the refer- ence also includes the holder of a certificate of purchase issued in cOnlunction with a foreclosure sale under this Deed of Trust,If any person other than the Debtor acquires any interest in the property in 1 he future,that person shall be subject to all of the covenants,obligations,and restrictions of this Deed Of Trust to the same extent as the Debtor.and accordingly,all references in this Deed of Trust to the"Debtor"include that person;this shall not,however, release the original Debtor or any intervening Debtor from obligation on this Deed of Trust and on the note or other instrument evidencing the Indebted• ness, to the extent that those obligations otherwise exist. Due on Sale.II all or any part of the Property or any interest in the Property is sold or transferred ina transaction which is a"prohibited sale or trana- ler",the Beneficiary may,at his option,treat this Deed of Trust as being in default and may accelerate the Indebtedness as provided above.If the Benefi- ciary is prohibited by Colorado law from declaring the default and acceleration,the Beneficiary may nevertheless require the transferee to accept a lawful interest rate increase,the refusal or failure of the Iransteree to accept in writing the lawful interest rate increase shall constitute in itself a default under this Deed of Trust.A"prohibited sale or transf er"is any sale or transfer,including one in which the conveyance of title is deferred,and including the granting of an option to purchase exercisable at a future date,but not including (i)the creation of a lien or encumbrance subordinate to this Deed of Trust,(ii)the transfer of title by devise or descent.or by operation of law upon the death of a joint tenant.(iii)the grant of any leasehold interest of three years or less not containing an option to purchase.or (iv)a sale or other transfer to which the Beneficiary consents in writing.Notwithstanding any other provision of this paragraph.the Beneficiary shall have no right to declare a default if the Beneficiary and the transferee mutually agree in writing to the assumption of the Indebtedness by the transferee. (This paragraph is optional and is to be crossed-out if not agreed to.) Miscellaneous Provisions. The following miscellaneous provisions shall apply: (al any Iorebearance by the Beneficiary in exercising any right or remedy shall not affect the rights of the Beneficiary with respect to subsequent defaults or violations: Ibl all remedies provided by this Deed of Trust are distinct and commutative to any other right or remedy either under This Deed of Trust or available by any law or statute,and all such remedies may be exercised concurrently, independently.or successively; to) if two or more persons have signed as"Debtor",they are jointly and severally obligated; Id) in the event that any provision or clause of this Deed of Trust is in conflict with applicable law,the conflict shall not,affect other provisions of this Deed of Trust which can be given effect without the conflicting provision: (et the procedural provisions of this Deed of Trust shall be deemed to be automatically amended as necessary to conform to any Colorado statute or rule of Lourt.now existing or adopted alter the date of this Deed of Trust,to the extent that such statute or rule of court provides procedures which are in Ii„ct with those set forth in this Deed of Trust and to the extent that the statute or rule of court is applicable to the security transaction which is the subtect of this Deed of Trust. D (II d the Debtor and the Beneficiary have agreed to additional terms and conditions respecting this security transaction,including as an example an m agreement to establish a fund to be used to pay taxes and insurance premiums Or en agreement providing for partial releases of this Deed of Trust. then any such supplimental agreement,i t in writing,signed and acknowledged,shall be given effect and if any of its provisions conflict with those set iO lorth in this Deed of Trust the provisions of the supplimental agreement shall control: if this Deed of Trust has been recorded,the supplimental p agreement.to be effective.also must be recorded. a 191 words inthis Deed of Trust denoting the singular shall be read as denoting the plural.and masculine pronouns shall be read as feminine or neuter pro- 3 nouns if the circumstances so require. u] fry)paragraph headings are for the -order's convenience and shall not De considered in determining the meaning of this instrument. I; Date of this Deed of Trust February 11 . 1997 0 Executed by the Debtor(s)as of the above date C Signature Clause for Corporation,Partnership or Association: Signature Clause fur Individual(s): MEADOW VALE FARM, INC. , a Colorado corporation a of Cor ore on Pp or Association Debtor v By L YD IVER,_�R resident Debor • �VV By '' • THARINE H. OLIVER, Secretary 'r Debtor �C Ainsf -•,•a; STATE OF COLORADO ) ss. COUNTY OF WELD ) ro 1 '`/Stie 1 e@gird inbtsyment was acknowledged before me this 11th day of February 1997 -� • y , ' a uu. kcss .,. .ay:,� 1,iLL,V�,7R,�g KATHAR(TNFipHH.. OL(IgVIFR, as President and Secretary, respectively, of MEALOW is.��ame in Q a I drisi 0/it De bbtor is orpora if oh.P arinersli,p or Association.then identify signers as president or vice president and secretary or �„i,' i ,.1' =asi'jlar%seetiaryy Olpofalion o' as partneri Si of partnership or as authorized member(s)or association s � Skcil s V(iTNE s5B my ham;andaOhiaal seal tary Public % 1.03 .cPmn P trisiess1%pees: O2/O2/98 vaDO 2535247 B-1593 P-1136 02/27/1997 02:45P PG 2 OF 2 97032i Hello